Escolar Documentos
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The blocks in the CRISIL logo stand for people, processes and values the three things that set
us apart as a brand. They integrate seamlessly to reflect CRISILs winning combination of tightly
knit businesses built around the theme of being a global analytical company. Externally we have
sharpness, definition and shape; internally we are fluid, dynamic and growing.
In its totality, our logo resembles a well-fitting and efficient system, symbolic of our core purpose:
making markets function better.
The new logo is a reflection of everything we are: modern, young, capable and ambitious.
Corporate Social
Innovation Technology
Responsibility
04 About CRISIL
05 CRISIL Businesses
2013: A Glance
12 Launch of CRISIL Inclusix
37 Publications
42 CRISIL in Media
Statutory Reports
49 Board of Directors
57 Directors Report
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
Corporate
Overview
Financial inclusion is a key economic CRISIL also launched a new logo with a
and social imperative in India. Making contemporary look of a modern, young,
an important contribution to this capable and ambitious company. The
agenda, CRISIL launched Inclusix, the design resembles a well-fitting and
countrys first index that objectively efficient system, symbolic of CRISILs
measures financial inclusion all the core purpose of making markets
way to the level of each district. function better.
Douglas L. Peterson
03
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
ABOUT CRISIL / CRISIL BUSINESSES
About CRISIL
We are a global analytical company centre and in the states -- and
providing ratings, research, and policymakers. Globally, we serve
risk and policy advisory services, the worlds largest banks, leading
majority owned by Standard & corporations and governments.
Poors (S&P), the worlds foremost
provider of credit ratings and a We empower our customers
part of McGraw Hill Financial, Inc. and the markets at large with
(NYSE:MHFI). independent analysis, benchmarks
and tools.
In India, we work with the
countrys largest corporations,
financial institutions, SMEs,
governments -- both at the
RESEARCH GLOBAL
RESEARCH &
ANALYTICS
INDIA
RESEARCH
Financial Research Economy & Industry Research
Risk & Analytics Funds & Fixed Income Research
Corporate Research Equity & Company Research
Coalition
ADVISORY* CRISIL
INFRASTRUCTURE
ADVISORY
CRISIL RISK
SOLUTIONS
05
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CRISIL BUSINESSES
CRISIL Ratings
07
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CRISILS CONSOLIDATED TEN YEAR FINANCIAL HIGHLIGHTS
CRISILs
Consolidated Ten Year
Financial Highlights
1,111 361
328
978
807 262
628 215
199
515 537 179
404
1117
287 81
119 140 35 39
05 05* 06 07 08 09 10 11 12 13 05 05* 06 07 08 09 10 11 12 13
March December March December
44 8,484
7,607
2 254 6300
4
219
161 40 202
141 4254
3212
84 165 2663
61 1773
1521
1008
20 25
438
05 05* 06 07 08 09 10 11 12 13 05 05* 06 07 08 09 10 11 12 13
March December March December
One time gains
(%) (Rs.)
1000 42.3
600
300
31.4
28.5 29.1
1100 1300 1300 22.3
1000
19.5
700 1000
11.8
8.8
250
125 100 150 3.1 3.5
05 05* 06 07 08 09 10 11 12 13 05 05* 06 07 08 09 10 11 12 13
March December March December
Special Dividend
95.5 34
29 30
27 28 28
75.3 26
22 23
60.0 22
55.6 58.9
49.5
38.3
28.0
20.0
16.5
05 05* 06 07 08 09 10 11 12 13 05 05* 06 07 08 09 10 11 12 13
March December March December
50
46
44 42
41 40
38
36
21
20
09
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
2013:
A Glance
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
LAUNCH OF CRISIL INCLUSIX / CRISILS 2ND ANNUAL SEMINAR ON
EXPANDING INDIAS CORPORATE BOND MARKET
Launch of
CRISIL Inclusix
CRISIL Inclusix, an index which comprehensively measures financial
inclusion in India, was launched by the Honourable Finance Minister of India,
Shri P. Chidambaram, along with Shri Rajiv Takru, Secretary, Financial Services,
Ministry of Finance, Government of India, and Roopa Kudva, MD & CEO, CRISIL, at
a function held in New Delhi.
(From left) Roopa Kudva, Shri U. K. Sinha, Chairman, Dr. K. P. Krishnan, Additional Secretary, Department of
Securities and Exchange Board of India (SEBI), Dr. Arvind Economic Affairs, Ministry of Finance, Government of
Mayaram, Secretary, Department of Economic Affairs, India, makes the opening remarks on the Challenges for
Ministry of Finance, Government of India, and Mukesh growth of the bond market and way forward
Agarwal, President, CRISIL Research, launch The CRISIL
Yearbook On The Indian Debt Market 2013
Roopa Kudva moderates a panel discussion on the (Extreme left) Ramraj Pai, President, CRISIL Ratings,
subject, The Road to inflection point: How the rules of the moderates the panel discussion on the subject, Indias
game need to change. Others in the panel are (from left) Corporate Bond Market: Potential demand for Capital.
Dr. K. P. Krishnan, Shri R. K. Nair, Member (Finance), To his left are Nilesh Shah, Managing Director & CEO,
Insurance Regulatory & Development Authority of India, Axis Capital Limited, Shri Chandan Sinha, Principal Chief
Milind Barve, Managing Director, HDFC Asset Management General Manager, Reserve Bank of India, Jayesh Mehta,
Company Limited, and B. Prasanna, Managing Director & Managing Director, Bank of America NA, and Sameer
CEO, ICICI Securities Primary Dealership Limited Bhatia, President, CRISIL Infrastructure Advisory
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
2013: LOOKING BACK
CRISIL Global Research & Analytics organises a global web conference on Big Datas Big
Impact on Businesses
Dharmakirti Joshi, Chief Economist, CRISIL, makes a presentation on the Indian economy at
the Society of Indian Automobile Manufacturers (SIAM) Looking Ahead Conclave
February
Phase 2 of Pragati, CRISILs financial awareness initiative, rolls out in Assam in partnership
with the Rashtriya Gramin Vikas Nidhi (RGVN)
CRISIL Ratings discussion forum on Basel III for Indian Banks: The Capital Conundrum
Shri Anand Sinha, Deputy Governor, Reserve Bank of India (RBI), makes the keynote address at
the CRISIL Ratings discussion forum
CRISIL Ratings releases an insight titled 'Banks provisioning to increase by Rs. 150 billion
over 2013-15; RBI restructuring norms will strengthen confidence in asset quality
CRISIL Research wins mandate as business review consultant from the National Pension System
(NPS) Trust, set up under the aegis of the Pension Fund Regulatory Development Authority (PFRDA)
CRISIL Research bags a prestigious mandate from a global mining major to help it understand the
growth dynamics of Indian states over the next 10 years
15
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
2013: LOOKING BACK
Manoj Mohta, Director, CRISIL Research, makes a presentation on Tapping into the India
growth story industry growth aspirations and expectations from the logistics community at
CIIs Logistics Summit 2013
CRISIL Infrastructure Advisory assists the Food Corporation of India and the Department of
Economic Affairs in developing modern food storage infrastructure as PPPs
March
(From left) Harold (Terry) McGraw III, Chairman of the Board and former President & CEO, McGraw
Hill Financial, launches the CRISIL Foundation along with Roopa Kudva, MD & CEO, CRISIL, and
Raman Uberoi, Chief Operating Officer, CRISIL
(Extreme left) Sachin Nigam, President, CRISIL SME Ratings, represents CRISIL at a panel
discussion on Innovations in the MSME space & the way forward at a workshop organised by
the International Finance Corporation (IFC) on MSME finance
CRISIL Risk Solutions launches a first-of-its-kind early warning solution called BRECON, which
solves the critical problem of late detection of non-performing assets in the banking sector
April
CRISIL releases its Annual Default and Ratings Transition Study - 2012
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
2013: LOOKING BACK
COMPASS (Client Opportunity Mapping, Planning and Sizing System), a proprietary key
account management (KAM) product, to help companies manage their long-term business
relationships in a structured and systematic way
CRISIL GR&A launches Collateral Management and Portfolio Reconciliation to offer end-to-end
solutions in the collateral management space
CRISIL GR&A (Coalition) wins mandate from a Swiss Investment bank one of the
top 15 globally
CRISIL Research introduces 23 new debt indices, including seven dollar-based ones,
representing different maturities across the gilt, credit and money markets
CRISIL Infrastructure Advisory assists the Asian Development Bank (ADB) in developing a
framework for PPPs for the healthcare sector in India
CRISIL Risk Solutions wins a mandate from HDFC Bank to automate its credit
appraisal process
CRISIL-S&P joint seminar on the global economy and its implications for Indias capital
markets
Paul Sheard, Executive Managing Director and Chief Global Economist, S&P, delivers the keynote
address at the CRISIL-S&P joint seminar
Yogesh Dixit, Senior Director, CRISIL SME Ratings, addresses the audience at the Microsoft
Completely Boss Challenge. CRISIL was the knowledge partner for this national-level contest
that aims to identify and celebrate outstanding business leaders from Indias thriving
mid-market segment
CRISIL GR&A organises a global web conference on Best Practices in Model Risk
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
2013: LOOKING BACK
CRISIL GR&A wins mandate from a large Europe-based buy-side firm to support its portfolio
managers in building an emerging market fund
CRISIL Infrastructure Advisory assists the Ministry of Coal, Government of India, in formulating
a methodology to fix the floor and reserve prices for coal block auctions under captive mining
Manish Jaiswal, Senior Director, CRISIL Risk Solutions, deliberates on Early Warning Signs in
SME Portfolio at the Small Business Banking Network (SBBN) CEO & Senior Leaders Round table
2013 held in Dubai
Honourable Finance Minister of India, Shri P. Chidambaram, along with Roopa Kudva,
and Shri Rajiv Takru, Secretary, Financial Services, Ministry of Finance, launch the CRISIL
Inclusix, an index that comprehensively measures financial inclusion in India
CRISIL Certified Analyst Programme's (CCAP) 6th batch commences. CCAP is a two-
year intensive work-cum-study programme. It is aimed at developing world-class financial
professionals for various analyst roles in CRISIL
CRISIL rates Indias first BASEL III bond, issued by United Bank of India
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
2013: LOOKING BACK
Som Mittal, President, NASSCOM, and Roopa Kudva unveil Risk & Procurement Analytics:
A Promising Future, a joint report by NASSCOM and CRISIL GR&A
CRISIL and AMFI jointly launch a group of mutual fund performance indices
(From left) H. N. Sinor, Chief Executive, AMFI, Y. M. Deosthalee, Director, L&T Finance, Gautam
Mehra, Executive Director - Tax & Regulatory Services, PricewaterhouseCoopers, Shri U. K.
Sinha, Chairman, SEBI, Roopa Kudva, Milind Barve, Chairman, AMFI, and A. Balasubramanian,
CEO, Birla Sun Life Asset Management Co., at the launch of the CRISIL-AMFI mutual fund
performance indices
Douglas L. Peterson, President and CEO of McGraw Hill Financial, and Roopa Kudva unveil a logo
created to mark the 10th anniversary of the Global Analytical Centre (GAC). The GAC works with
S&P teams in the US, EMEA and the Asia-Pacific, providing ratings support across all domains.
CRISIL rates corporate Indias longest-tenure bond - Indias first 50-year bond issued by
Mahindra & Mahindra
CRISIL rates Indias first infrastructure debt fund, India Infra-debt Limited
(Extreme right) Pawan Agrawal, Senior Director, CRISIL Ratings, at a panel discussion on
non-government fixed income products at the Indian Capital Markets Conference 2013
organised by the National Stock Exchange (NSE) and the New York University
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
2013: LOOKING BACK
(From left) Raman Uberoi, Vijay Chandok, President, International Banking and SMEs, ICICI Bank,
N. R. Narayana Murthy, Executive Chairman, Infosys, Chanda Kochhar, MD & CEO, ICICI Bank,
Shereen Bhan, Executive Editor, CNBC TV18, and, Senthil Chengalvarayan, Managing Editor,
CNBC TV18, applaud the winners of the CNBC TV18-CRISIL Emerging India Awards 2013
CRISIL Research releases a publication titled Food Security Bill: Benefits beyond
provision of food
CRISIL Infrastructure Advisory initiates work with the Ministry of Urban Development to
prepare and revise city development plans for 30 cities
CRISIL SME Ratings signs MoUs with The Federation of Indian Export Organisation (FIEO), The
Jammu & Kashmir Bank Limited, Syndicate Bank and Bombay Chamber of Commerce and Industry
(BCCI) for rating SMEs
CRISIL GR&A (Coalition) wins a mandate from one of the top 15 global investment banks
in the US
Kotak Wealth Management and CRISIL Research launch the Top of the Pyramid Report
(From left) Jaideep Hansraj, Business Head, Kotak Wealth Management, C. Jayaram, Joint
Managing Director, Kotak Mahindra Bank Ltd, and Mukesh Agarwal, President, CRISIL Research, at
the launch of the 3rd edition of the Top of the Pyramid report
CRISIL Infrastructure Advisory initiates work with Asian Development Bank (ADB) to
strengthen urban water supply regulation in Laos
25
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
2013: LOOKING BACK
CRISIL releases the State Of The Nation report, a unique top-down-meets-bottom-up analysis
to provide a holistic perspective on the Indian economy, sectors and companies
(From left) A. Krishna Kumar, MD, State Bank of India, Arun Tiwari, ED, Allahabad Bank, M.
Narendra, Chairman & MD, Indian Overseas Bank, and, Roopa Kudva at The Financial Inclusion
Agenda panel discussion organised by CNBC TV18
Ramnath Iyer (centre), Chief Technology Officer, CRISIL, receives the Information Mastermind
Special Awards 2013 at the 8th edition of the CIO100 Awards and Symposium. CRISIL won the
award for its e-analytics project, which was implemented by the Ratings business
CRISIL GR&A wins mandates from two global investment banks for Model Validation
CRISIL GR&A (Coalition) launches Capital and Return Analytics that helps in the
analysis of Return on Equity, Return on Assets and Risk Weighted Assets
27
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
2013: LOOKING BACK
CRISIL Research releases a report titled, Organised fast food in the fast lane on the quick
service restaurants sector
(Extreme left) Pratyush Prashant at an investor road show held by the Government of Vietnam
and World Bank for the Dau Giay-Phan Thiet Expressway Project (DPEP Pilot PPP), in Hanoi,
Vietnam
October
CRISIL Ratings releases report titled India Incs credit quality on slippery wicket
29
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
2013: LOOKING BACK
Gurpreet Chhatwal, Senior Director and Global Head, Risk and Analytics, CRISIL GR&A,
chairs a session on credit and counterparty risk at the 19th Annual Risk USA Conference held in
New York
The CRISIL GR&A Business Development team at the Consulting Summit, a premier annual
event organised by the Consulting magazine, the flagship publication for consultants globally
CRISIL GR&A wins mandate from a large US-based asset management company to assist in
writing investment commentaries
(Extreme left) Dharmakirti Joshi participates as a panelist in the 6th edition of the HR Summit
organised by CII. The theme for the event was Reviving Economic Growth & Development:
Leveraging Human Capital
CRISIL Risk Solutions wins its first mandate in Kuwait an assignment for providing Internal
Capital Adequacy Assessment Process (ICAAP) consulting to Al Ahli Bank
November
(From left) Roopa Kudva, Shri U. K. Sinha, Chairman, SEBI, Dr. Arvind Mayaram, Secretary,
Department of Economic Affairs, Ministry of Finance, and Mukesh Agarwal, at the launch of
The CRISIL Yearbook on the Indian Debt Market 2013
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
2013: LOOKING BACK
(From right) Roopa Kudva in conversation with Riju Vashisht, Executive VP, Walmart India, at
the Global Advancement of Women Conference - India 2013
Roopa Kudva makes a presentation based on CRISILs State Of The Nation report at the Axis
Capital Annual Institutional Investor Conference
a large global investment bank for portfolio optimisation, a cutting-edge quant analytics
work stream
(From right) Gurpreet Chhatwal and Vikas Tyagi, Director, Business Development, CRISIL
GR&A, at the Annual Risk Management Conference 2013, Philadelphia
CRISIL Research launches security-level valuation for all debt-securities held by mutual fund
houses
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
2013: LOOKING BACK
CRISIL Research publishes report titled In terms of durables, Punjab is the most
prosperous, MP the least. The report released indices named Prosperity Index and Equality
Index which measures and compares living standards between and within Indias large states
Raman Uberoi makes a presentation on PPPs in India at a Summit organised by the Ministry of
Finance and Asian Development Bank (ADB)
(Extreme right) Ramnath Iyer wins the Dataquest Editors Choice CIO Excellence Award
2013 for his role in applying technology to deliver superior analytics, improve processes and
support the organisations growth
(From left) Saurabh Nigam, Director, Corporate Technology, CRISIL, receives the NEXT100
Award from Mylaraiah J, Country Manager, TE Connectivity. The Award identifies 100
experienced IT managers who have the skills, talent and spirit to become CIOs (Chief Information
Officers) in future
CRISIL Ratings releases a report titled Telcos profit growth to double in 2 years
CRISIL GR&A hosts a roundtable titled Conversation with the US Regulators to provide
greater clarity to the US banking industry on the emerging regulations and expectations in
stress testing and model risk management
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
2013: LOOKING BACK
CRISIL Research releases a report titled Financing Fiscal Deficit through PSU
Dividends
CRISIL Research launches Research Plus, a new premium module of the web-
based platform www.crisilresearch.com, to offer additional features including sector-
wise ratings data, important industry news with CRISIL Researchs commentary and
sector-wise financial aggregates
CRISIL Risk Solutions wins mandate from NKGSB Bank, the first credit processing
system mandate in cooperative banking segment
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
PUBLICATIONS
Publications
Ratings
Global Research
& Analytics
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
PUBLICATIONS
Publications
Research
41
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CRISIL IN MEDIA
CRISIL in media
Thought Leadership*
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CORPORATE SUSTAINABILITY INITIATIVES
Corporate
Sustainability Initiatives
Small doses of good, in a sustained Manner
The CRISIL Foundation shows
the way
The Foundations current activities can be broadly clustered under the following heads:
Financial awareness forms an integral part of CRISILs CSR agenda and integrates tightly with CRISILs role of making markets
function better.
Volunteering to promote financial literacy: CRISIL Foundation launched a focused volunteering programme in partnership
with Swadhaar, a Mumbai-based NGO. Under this programme, employees volunteer their time for various activities
like imparting financial literacy training, tracking and monitoring household budget diaries, developing business
entrepreneurship modules, tracking tools and other similar activities.
CRISIL Inclusix: Honourable Finance Minister of India, Shri P. Chidambaram along with Shri Rajiv Takru, Secretary, Financial
Services, Ministry of Finance and Roopa Kudva launched CRISIL Inclusix, an index that comprehensively measures
financial inclusion in India. The index uses a statistically robust, transparent, and easy-to-understand methodology.
It is a relative index on a scale of 0 to 100 and combines three critical parameters of basic banking services branch
penetration, deposit penetration and credit penetration into one metric. Over time, as consistent and comprehensive
data become available, additional services like insurance and microfinance can be added.
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CORPORATE SUSTAINABILITY INITIATIVES
Corporate
Sustainability Initiatives
3. Giving back to society
Uttarakhand relief: Around Rs. 15 lakh was donated through payroll contribution by employees of CRISIL and its subsidiary
companies. This donation was handed over to United Way Mumbai, an NGO which organised relief and rehabilitation of
the communities devastated by the Uttarakhand flash floods.
Cause-related awareness
and donations were
promoted through Wish
Trees set up at four office
locations. Employees donated
Rs. 59,260 through Wish
Trees, which promoted
causes like girl childs
education, disability aids
and sports utility items for
underprivileged children.
D.R. Nagaraj, Associate Director, Security & Safety presenting a rain suit to
Y.L. Jadhav, Senior Inspector, Powai Police Station
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
Statutory
ReportS
Mr. H. N. Sinor has been a veteran Chief Executive where he was the
banker having spent over four decades spokesperson for the Banking Industry
in banking. Starting his career in 1965, from June 2003 to 2008. Later, in
he has worked in Central Bank of India, February 2010, he joined Association
Union Bank of India and ICICI Bank from of Mutual Funds in India, in a similar
where he retired in May 2003. During capacity where he continues till now.
his long career, he worked in various He is also an Independent Director on
capacities both in the public sector as boards of several companies in ICICI
well as in the private sector banks. He Group and the Tata Group, besides
was Managing Director and CEO of ICICI being Non-Whole-time Chairman of 3i
Bank from July 1997 to March 2002 and Infotech Limited and Themis Medicare
post merger of ICICI with ICICI Bank, Limited.
he became Joint Managing Director
MR. H. N. SINOR till his superannuation. He, thereafter,
Director joined Indian Banks Association as
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
BOARD OF DIRECTORS
Board of Directors
Dr. Nachiket Mor is a Yale World Fellow; Advisory Council. He currently serves
has a Ph.D. in Economics from the as a member of the RBI Board of
Graduate School of Arts and Sciences Directors Standing Committee on
at the University of Pennsylvania, Financial Inclusion; the Research
with a specialization in Finance Advisory Council of the RBIs Centre
from the Wharton School; an MBA in for Advanced Financial Research and
Finance from the Indian Institute of Learning; and the Standing Council of
Management, Ahmedabad; and an Experts on the Indian Financial Sector
undergraduate degree in Physics from of the Ministry of Finance, Government
the Mumbai University. of India.
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
BOARD OF DIRECTORS
Board of Directors
Ms. Vinita Bali is presently the Managing Ms. Vinita Bali also serves as an
Director of Britannia Industries, Indias Independent Director on the Boards of
publicly listed premier food company Syngenta International AG and GAIN,
with 2013 revenue in excess of in addition to other corporate boards in
USD 1 Billion. She took this role in India. Ms. Vinita Bali is one among 27
January 2005 following 16 years of global leaders appointed by the UN to
overseas assignments in a variety of help improve maternal and child health
leadership positions in marketing and as part of its Scaling up Nutrition
general management with eminent initiative.
multinationals like The Coca-Cola
Company and Cadbury Schweppes PLC. Ms. Vinita Bali has been recognised in
Ms. Vinita Bali has lived and worked in forums nationally and internationally
the UK, Nigeria, South Africa, Chile and and won several awards for her
MS. VINITA BALI the USA, in addition to India. various contributions to business.
Director
In the nine years that Ms. Vinita Bali has
been in Britannia, she has significantly
diversified the product and geographic
portfolio and delivered the highest
ever growth. Britannia has also been
at the forefront of several initiatives
to address malnutrition, both as a part
of its business model and through the
Britannia Nutrition Foundation, created
in 2009.
Mr. David Pearce is a Senior Vice Hill Companies and as Vice President,
President, Finance for Standard & European Finance for Standard &
Poors and McGraw-Hill Financial - Poors.
EMEA and Asia-Pacific. He joined
Standard & Poors in 1997 when Mr. David Pearce is a Board Member
McGraw-Hill acquired Micropal, where for a number of international legal
he was Group Financial Controller. entities, most notably CRISIL Limited,
Following the acquisition, he served as Standard & Poors CMS Europe Limited
Finance Director for Standard & Poors and Standard & Poors CMS Srl (Italy).
Funds Services, as Vice President and
European Controller for the McGraw-
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
BOARD OF DIRECTORS
Board of Directors
Ms. Roopa Kudva is Managing Director of the Securities and Exchange Board
and Chief Executive Officer of CRISIL. of India and the Reserve Bank of India.
Ms. Kudva was appointed Managing She has also been a member of the
Director and Chief Executive Officer Executive Council of NASSCOM.
of CRISIL in 2007. CRISIL has evolved
under her leadership into a diversified Ms. Kudva holds a postgraduate
analytical platform with a global client diploma in management from Indian
base and delivery footprint, while Institute of Management, Ahmedabad
remaining the undisputed thought (IIM-A) and also received the
leader in all its segments. During her Distinguished Alumnus Award from
tenure, CRISIL has pioneered several her alma mater.
innovations including rating of mid-
sized and small Indian companies, and
MS. ROOPA KUDVA
the publication of independent equity
Managing Director and
research in India.
Chief Executive Officer
Earlier, she led CRISILs ratings
business, and also led CRISILs foray
into global research and analytics.
Mr. V. Srinivasan
Chief Operating Officer
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
Directors
Report
The Directors are pleased to present to you the 27th Annual Report of CRISIL Limited, along with the
audited accounts, for the year ended December 31, 2013.
PERFORMANCE
A summary of the Companys financial performance in 2013:
(Rupees in crore)
Standalone Consolidated
Particulars
2013 2012 2013 2012
Total income for the year was 832.18 759.25 1,147.28 998.10
Profit before depreciation and taxes was 312.57 294.21 397.19 348.01
Deducting depreciation of 23.22 23.92 37.92 34.32
Profit before exceptional item 289.35 270.29 359.27 313.69
Exceptional item 99.36 - 65.89 -
Profit before tax was 388.71 270.29 425.16 313.69
Deducting taxes of 107.52 77.42 127.33 93.29
Profit after tax was 281.19 192.87 297.83 220.40
The proposed appropriations are:
Dividend 134.15 112.32 134.15 112.32
Corporate dividend tax 23.02 18.22 23.15 18.34
General reserve 28.12 19.29 28.12 19.29
Balance carried forward is 95.90 43.04 112.42 70.45
DIVIDEND
The Directors recommend for approval of the members at the Annual General Meeting to be held on April
17, 2014, payment of Final Dividend of Rs. 4 and a Special Dividend of Rs. 6 per equity share of face
value of Re. 1 each for the year under review. During the year, the Company paid three interim dividends
of Rs. 3 each per equity share of face value of Re. 1 each. The total dividend for the year works out to
Rs. 19 per share on a face value of Re. 1 per share in 2013 (including a Special Dividend of Rs. 6 per share)
as against Rs. 16 per share (including a Special Dividend of Rs. 3 per share) on a face value of Re. 1 per
share in the previous year.
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
DIRECTORS REPORT
UP EQUITY SHARE CAPITAL The securitisation market sagged in 2013 because lack
During the year, the Company issued and allotted 402,080 of clarity on taxation issues curbed investor appetite for
equity shares of the Company to eligible employees on structured paper.
exercise of options granted under Employee Stock Option
Scheme 2011 and 15,070 equity shares of the Company BLRs, however, continued to show healthy growth, with
to eligible employees on exercise of options granted under numerous small corporates opting for ratings despite the
Employee Stock Option Scheme 2012. Consequently, the sluggish environment. The BLR market is expected to remain
issued, subscribed and paidup capital of the Company buoyant due to the growing trend among small companies,
increased from 70,235,740 equity shares of Re. 1 each to of getting their loans rated.
70,652,890 equity shares of Re. 1 each. The bond market could rebound in the latter half of 2014
if expectations of a stable domestic business environment,
SALE OF SHAREHOLDING IN INDIA INDEX higher growth and lower interest rates materialise. Measures
taken by policymakers and regulators to develop the bond
SERVICES AND PRODUCTS LIMITED
During the year, CRISIL sold its equity shareholding in India
Index Services and Products Limited (IISL), CRISILs joint
venture with the National Stock Exchange of India Limited. CRISIL Ratings instituted several innovations
CRISIL sold 637,000 equity shares of IISL of face value aimed at development of the corporate bond
Rs. 10 each, representing 49% of the total equity share market in 2013. We rated Indias first:
capital of IISL, to NSE Strategic Investment Corporation Basel III-compliant Tier-II bond
Limited for a total consideration of Rs. 100 crore.
Inflation-indexed debenture
Infrastructure debt fund - NBFC
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
DIRECTORS REPORT
challenges they are facing due to rapid regulatory changes. existing suite of analytics products by adding a number of
Building on the first-mover advantage in the global markets and new clients.
derivatives space, we have quickly achieved scale in new work
streams such as model validation and stress-testing support. Our global research centres continue to scale up. The China
research centre grew rapidly in 2013. We have expanded our
During the year, a revised go-to-market strategy provided client roster in Argentina and moved into a larger facility to
growth momentum in the Corporate Research vertical. A mid- accommodate growth plans.
year launch of web-based products using CRISILs proprietary
frameworks resulted in positive client responses and additions This year also saw a series of high-impact thought-leadership
to the client base. initiatives on topical issues, that shape decision-making
by our customers. Our global web conferences on critical
In 2013, Coalition delivered a strong performance driven topics saw active participation of fund managers, research
by its core Competitor and Client Analytics, which reported analysts, academicians and the media across the Americas,
solid growth, and the recently launched RWA (Risk Europe and Asia. We hosted a roundtable conference on
Weighted Assets) Analytics, which enjoyed a strong start. A risk analytics and published a comprehensive report on risk
comprehensive media strategy in each region has delivered and procurement analytics at the NASSCOM Big Data and
results, leading to significant improvement in our reach Analytics Summit 2013. We have also initiated a relationship
among prospective clients. Coalition added new clients with a leading industry education body to produce research.
among the top 20 global investment banks and renewed its
exclusive relationship with a leading consulting firm.
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
DIRECTORS REPORT
Business environment Ratings, and Dharmakirti Joshi, Chief Economist, CRISIL, made
The overall business environment led to slower decision- presentations on the outlook for Indias debt markets and
making amongst potential clients, but there was increasing economy, respectively.
traction in the latter part of the year with banks expressing a
In addition, C-CER continued to provide an outlook on the
need to implement risk management systems and framework.
Indian economy to S&P.
CRS products and services across the risk spectrum are,
therefore, likely to be in increasing demand, especially for The collaboration between S&P Risk Solutions (now Capital
improving the credit quality and assessment processes. IQ) and CRISIL Risk Solutions, which was initiated last year to
jointly reach out to global markets, progressed well in 2013.
Operations
We saw increased traction in newer geographies such as
CRS maintained its focus on both consulting and software Saudi Arabia, Egypt and the UAE with large-ticket mandates
solutions, and won 22 mandates in 2013. from these regions this year. Leveraging on our synergies, we
plan to expand our global footprint with increased traction
CRS offerings enable banks to comply with regulatory
and business from both EMEA and Southeast Asia in 2014.
risk requirements. CRS moved a step ahead by assisting
banks in moving beyond compliance through its enhanced
E. CONTINUING THE THOUGHT LEADERSHIP
product suite of credit processing systems for loan life
cycle management and a unique early warning system TRADITION
which proactively assists banks in identifying potentially In 2013, we launched the CRISIL Inclusix, released the State
delinquent accounts. Of The Nation report and hosted the 2nd Annual bond market
seminar that significantly enhanced the thought leadership
These products will help banks augment their best practices position of CRISIL.
in credit risk management and have been developed by
leveraging on CRISILs pedigree in credit risk assessment. CRISIL Inclusix
In June, CRISIL launched Inclusix, an index that compre-
CRS reached out to newer markets across EMEA and
hensively measures financial inclusion in India at the
Southeast Asia, got new mandates and built a strong pipeline
national, regional and district levels. It was launched by
for future growth.
Honourable Finance Minister of India, Shri P. Chidambaram
There were multiple franchise initiatives undertaken during and Shri Rajiv Takru, Secretary, Department of Financial
the year. CRS conducted a knowledge-sharing seminar on Services, Ministry of Finance at an event attended by
operational risk in Singapore which 46 banks attended. CRS leading representatives of the government and industry.
was the lead speaker on Early Warning System in the Small The analytical excellence behind the indexs development
Business Banking Network Seminar at Dubai which was and its usefulness in measuring and furthering the cause of
attended by more than 60 banks. CRS also continued with financial inclusion in the country was well appreciated.
its engagements with the Reserve Bank of India through
The State Of The Nation report
presentations and training on risk management.
In September, CRISIL released the State Of The Nation
D. COLLABORATION WITH STANDARD & POORS report, a top-down-meets-bottom-up analysis using data
from 2,481 CRISIL rated investment-grade companies across
In 2013, CRISIL jointly organised a seminar with Standard
70 sectors. The report was well appreciated for its incisive
& Poors titled The global economic outlook and its impact
take on what was good, bad and ugly about the Indian
on the Indian capital markets. The keynote address titled
economy, and received widespread media coverage. Its
Global Economic Outlook was delivered by Paul Sheard,
timing coming as it did in the middle of the raging national
S&Ps Chief Global Economist. S&Ps Asia-Pacific Chief
debate on stagnating growth helped create a major impact.
Economist Paul Gruenwald participated in a panel discussion
titled How are Asian economic and sovereign trends shaping Annual bond market seminar
the Indian capital markets. Ramraj Pai, President, CRISIL
CRISIL organised the 2nd Annual seminar on expanding
Indias corporate bond market in November with the theme
Financing Indias Future. It was attended by around
CRS reached out to newer markets across 300 senior executives and government functionaries.
EMEA and Southeast Asia, got new The distinguished speakers included Shri U. K. Sinha,
mandates and built a strong pipeline for Chairman, Securities and Exchange Board of India (SEBI),
future growth.
Our talent development programme was strengthened with In accordance with the Articles of Association of the Company
the formation of a Talent Council, whose mandate is to draw and the provisions of the Companies Act, 1956, Dr. Nachiket
up people strategies and ensure the leadership pipeline Mor, Mr. Douglas L. Peterson and Mr. Yann Le Pallec retire by
across the organisation stays robust. The Council reviewed rotation and being eligible, seek re-appointment.
progress made by individuals under different programmes
twice during the year. I. AUDITORS
During the year under review, as per the internal policy of
G. SUBSIDIARIES the statutory auditors, M/s. S. R. Batliboi & Co. LLP, Chartered
As on December 31, 2013, the Company had four Indian and Accountants, wherein they rotate the partners for each of
seven overseas wholly owned subsidiaries. The Ministry their clients after every 3-5 years, Mr. Jayesh Gandhi had
of Corporate Affairs, Government of India, has granted a replaced Mr. Shrawan Jalan as partner for reviewing the
general exemption under Section 212 (8) of the Companies accounts of CRISIL.
Act, 1956 from the requirement of attaching detailed
M/s S. R. Batliboi & Co. LLP, Chartered Accountants, hold
financial statements of each subsidiary. The Board of
office up to the ensuing Annual General Meeting and being
Directors has passed a resolution on October 18, 2013 for
eligible, offer themselves for re-appointment.
not attaching individual annual reports of its subsidiary
companies to its Annual Report. In compliance with the The Board recommends their re-appointment.
exemption granted, a statement containing brief financial
details of these companies is included in the Annual Report. J. MANAGEMENTS DISCUSSION AND
Annual accounts of subsidiary companies and related ANALYSIS REPORT
information will be made available to shareholders who seek
The Managements Discussion and Analysis Report for the
such information.
year under review, as stipulated under Clause 49 of the
Listing Agreement with the Stock Exchanges in India, is
annexed to this report.
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
DIRECTORS REPORT
K. CORPORATE GOVERNANCE (iii) The Directors have taken proper and sufficient care
for the maintenance of adequate accounting records
The Company is committed to maintaining the highest
in accordance with the provisions of this Act for
standards of corporate governance and adhering to the
corporate governance requirements as set out by SEBI. The safeguarding the assets of the Company and for
report on corporate governance as stipulated under Clause preventing and detecting fraud and other irregularities.
49 of the Listing Agreement forms part of the Annual Report. (iv) The Directors have prepared the annual accounts for
The certificate from the auditors of the Company confirming financial year ended December 31, 2013 on a going
compliance with the conditions of corporate governance as concern basis.
stipulated under Clause 49 is annexed to this report.
Employee Stock Option Schemes
L. OTHERS The Company has two employee stock option schemes.
The Employee Stock Option Scheme - 2011 (ESOS 2011)
L.1 Particulars Regarding Conservation of was approved by the shareholders vide a special resolution
Energy, Technology Absorption, and Foreign passed through postal ballot on February 4, 2011. The
Exchange Earnings and Expenditure Employee Stock Option Scheme - 2012 (ESOS 2012) was
Particulars regarding foreign exchange earnings and approved by the shareholders vide a special resolution
expenditure appear as separate items in the notes to passed through postal ballot on April 10, 2012.
the Accounts. Since the Company does not own any
Summary Information on ESOS 2011 and ESOS 2012 of
manufacturing facility, the other particulars relating to
the Company is provided as Annexure to this Report. The
conservation of energy and technology absorption stipulated
information is being provided in compliance with Clause 12
in the Companies (Disclosure of Particulars in the Report of
of the Securities and Exchange Board of India (Employee
the Board of Directors) Rules, 1988 are not applicable.
Stock Option Scheme and Employee Stock Purchase Scheme)
Guidelines, 1999, as amended.
L.2. Particulars of Employees
During the year, 36 employees received remuneration of Acknowledgements
Rs. 6 million or more per annum. In accordance with the The Board of Directors wishes to thank the employees of
provisions of Section 217 (2A) of the Companies Act, 1956 and CRISIL for their exemplary dedication and the excellence they
the rules framed thereunder, the names and other particulars have displayed in conducting the operations of CRISIL. The
of employees are set out in the annexure to the Directors Board also wishes to place on record its sincere appreciation
Report. In terms of the provisions of Section 219(1)(b)(iv) of of the faith reposed in the professional integrity of CRISIL by
the Companies Act, 1956, the Directors Report is being sent customers and investors who have patronised its services.
to the shareholders without this annexure. Shareholders The Board acknowledges the splendid support provided by
interested in obtaining a copy of the annexure may write to market intermediaries. The affiliation with Standard & Poors
the Company Secretary at CRISILs registered office. has been a source of great strength. The Board of Directors
also wishes to place on record its gratitude for the faith
L.3. Directors Responsibility Statement as reposed in CRISIL by the Securities and Exchange Board of
Required under the Provisions Contained in India, the Reserve Bank of India, the Insurance Regulatory
Section 217(2AA) of the Companies Act, 1956 Development Authority, the Government of India, and the state
governments. The role played by the media in highlighting the
Your Directors hereby confirm that:
good work done by CRISIL is deeply appreciated.
(i) In the preparation of the annual accounts for financial
year ended December 31, 2013, the applicable accounting For and on behalf of the
standards have been followed. Board of Directors of CRISIL Limited
(ii) The Directors have selected such accounting policies
and applied them consistently and made judgments H. N. Sinor
and estimates that are reasonable and prudent so as to Director*
give a true and fair view of the state of affairs of the Mumbai, February 14, 2014
Company as on December 31, 2013 and of the profit of
* Chairman of the meeting of the Board of Directors held on February 14, 2014.
the Company for the year ended on that date.
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
DIRECTORS REPORT / MDA
ANNEXURE TO THE
DIRECTORS REPORT
SIGNIFICANT ASSUMPTIONS USED FOR ESTIMATE OF FAIR VALUE
Variables ESOS 2011 ESOS 2012
6) The Company uses intrinsic value method to record compensation cost arising on account of grant made under Employees
Stock Option Schemes 2011 and 2012. The Company has not recorded any compensation cost as the grant has been given
at the market price. Had the Company recorded the compensation cost on the basis of Fair Valuation method instead of
intrinsic value method, employee compensation cost would have been higher by Rs. 16.28 crore and Earning Per Share
(EPS) would have been as under :
CRISILs majority shareholder is Standard & Poors (S&P). Standard & Poors, a part of McGraw Hill
Financial, Inc. (formerly The McGraw-Hill Companies, Inc.) (NYSE:MHFI), is the worlds foremost provider
of credit ratings.
CRISIL RATINGS
The Indian economy and business environment remained subdued during 2013 owing to slowing
demand, high inflation and tight liquidity, made worse in the second half by a volatile rupee and high
interest rates. All this resulted in a weak investment climate and a subdued debt markets. However,
in a sign of structural strengthening of the bond market, the number of issuers accessing the bond
market increased, led by private sector players. The bond market could rebound in the latter half of
2014 if expectations of a stable domestic business environment, higher growth and lower interest
rates materialise. Measures taken by policymakers and regulators to develop the bond market and the
improving macroeconomic environment are expected to strengthen the markets long-term prospects.
Bank loan ratings (BLRs), however, continued to show healthy growth, with numerous small corporates
opting for ratings despite the sluggish environment. SME ratings too showed healthy growth during
the year.
CRISIL Ratings maintained its market leadership in 2013, backed by strong performance in its BLR and
SME ratings businesses. CRISIL Ratings rated various innovative instruments in the corporate bond
market, such as Indias first Basel III-compliant Tier II bond, the first inflation-indexed debenture, the
first 50-year rupee bond and the first infrastructure debt fund through the NBFC route. GAC continues
to be closely integrated with Standard & Poors Ratings Services, extending the scope of its support
into areas such as risk and rating operations, deepening the engagement in structured finance ratings,
and broadening the scope of support in Europe and the Asia Pacific.
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
MDA
recovery in trading volumes in certain asset classes. Banks positioning the company as the foremost analytics-based
are focusing on improving cost-to-income ratios of their commentator on the economy.
businesses, which led to stretched decision cycles, tough
pricing negotiations and tight client budgets. CRISIL RISK AND INFRASTRUCTURE
SOLUTIONS LIMITED (CRIS)
In the Financial Research vertical, we witnessed several
client additions on the buy-side. Mid-tier banks added to INFRASTRUCTURE ADVISORY
our client roster in 2012 augmented role additions in 2013. The economic environment continued to be challenging
Growth momentum in the Corporate Research vertical during the year, particularly for the infrastructure sector.
revived during the year owing to a revised go-to-market Several projects were stuck, or made little progress, owing to
strategy. A mid-year launch of web-based products using lack of policy and regulation clarity, while the milieu impacted
CRISILs proprietary frameworks resulted in positive client the viability of some others. The stress on the financial
responses and additions to the client base. sector compounded the challenges. CRISIL infrastructure
advisory business, however, grew by expanding its services
The continued focus and introduction of new service offerings
across new verticals and geographies, focusing on business
in the Risk & Analytics vertical, has resulted in a number of
from the government and the public sector during the year.
clients engaging with us for our services to help mitigate the
challenges they are facing due to rapid regulatory changes. The investments of USD 1 trillion envisaged in infrastructure in
Building on the first-mover advantage in the global markets India during the 12th Five Year Plan period present a sizeable
and derivatives space, we have quickly achieved scale in opportunity over a medium term. However, we expect a muted
new work streams such as model validation and stress- first half in 2014, given the general elections. Investments
testing support. in the infrastructure sector are likely to pick up only in the
second half of the year as clarity emerges on key policies.
In 2013, Coalition delivered a very strong performance
driven by its core Competitor and Client Analytics, which RISK SOLUTIONS
reported solid growth, and the recently launched RWA (Risk
The overall business environment led to slower decision-
Weighted Assets) Analytics, which enjoyed a strong start.
making amongst potential clients, but there was increasing
A new comprehensive media strategy in each region has
traction in the latter part of the year with banks expressing a
delivered results, leading to significant improvement in our
need to implement risk management systems and framework.
reach among prospective clients.
The risk solutions business reached out to newer markets
and countries across EMEA and Southeast Asia and made
CRISIL RESEARCH inroads with new mandates and building a strong pipeline
The business environment remained challenging with for future growth. The outlook for business is positive as
the lowest GDP growth in a decade and a virtual halt in banks in most regions continue to remain focused on risk
investments. This has impacted demand for research in India, management and mitigation.
which is seen as a discretionary expense. The slowdown in
equity fundraising and capital market activities impacted ANALYSIS OF CONSOLIDATED FINANCIAL
demand for equity research and IPO grading, while a sharp CONDITION AND RESULT OF OPERATIONS
slowdown in corporate investment cycle impacted demand
The financial statements of the Group and its subsidiaries
for customised research. On the other hand, industry
have been combined on a line by line basis by adding together
research and funds and fixed-income research displayed
the book values of like items of assets, liabilities, income and
steady growth.
expenses, after duly eliminating intra group balances and
Our recently launched offerings in the Industry and Funds intra group transactions and resulting gains/losses as per
research will support growth in coming years. An expected Accounting Standard 21 - Consolidated Financial Statements
improvement in the economic outlook in 2014 and a possible notified by Companies Accounting Standards Rules, 2006 as
revival in the investment cycle augur well, too. The CRISIL amended and the relevant provisions of the Companies Act,
Centre for Economic Research continued to focus on research 1956 (the Act) read with General Circular 15/2013 dated 13
on the macroeconomic situation in India, consistently September 2013, issued by the Ministry of Corporate Affairs,
building CRISILs franchise in Indian and foreign media, and in respect of Section 133 of the Companies Act, 2013. The
69
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
MDA
At the end of the year, the Companys investments in tangible fixed assets were as follows:
During the year, the Companys investment in fixed assets year. The Company expects to fund its investments in fixed
and capital work in progress was Rs. 17.76 crore, whereas assets and infrastructure from its internal accruals and liquid
sale of assets realised Rs. 2.04 crore. The assets acquired assets. It may, however, borrow to fund capital expenditure,
included equipment, computers and leasehold improvements if considered necessary.
to support expansion of business and to provide for
Intangibles
replacement of existing assets. The assets sold were mainly
computers and furniture. Depreciation as a percentage Intangible assets comprise mainly of goodwill arising on
of total income remained constant at 3% for the current consolidation of subsidiaries and customer relationships.
Treasury in the current year recorded a growth of 65% over 31, 2012. Deferred tax assets are recognised only to the
the previous year and includes proceeds from sale of stake extent that there is reasonable certainty sufficient future
in India Index Services and Products Limited. taxable income will be available against which such deferred
tax assets can be realised.
The Company actively monitors its treasury portfolio and has
a policy in place for investing surplus funds. We do not invest 9. Loans and advances
in equity, derivative and market linked products. Appropriate Loans and advances comprise loans to staff, advances
limits and controls are in place to ensure that investments recoverable in cash or kind, sundry deposits and advance
are made as per policy. taxes. Advances recoverable in cash or kind, or for value to
be received, are mainly towards amounts paid in advance for
8. Deferred tax assets
value and services to be received in future. Sundry deposits
We recorded net deferred tax assets of Rs. 22.86 crore as at represent deposits for premises taken on lease, electricity
December 31, 2013 as against Rs. 17.48 crore as at December and others. As at December 31, 2013, loans and advances
The Company believes that the outstanding debtors are recoverable and it has adequate provision for bad debts.
Provision for doubtful debt balance as of December 31, 2013 was Rs. 12.51 crore as against Rs. 12.04 crore as at December 31,
2012. Provision for bad debts as a percentage to revenue for the year ended December 31, 2013, is 1.13% as against 1.23 %
for the year ended December 31, 2012.
B. RESULTS OF OPERATIONS
The summary of the operating performance for the year is given below Rs. in crore
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
MDA
Operating revenue grew 14% in 2013 and was driven by of Coalition in the current year. Other expenses grew 15%
growth in the Research segment. Other income increased mainly on account of growth in professional fees and travel
significantly, mainly on account of higher forex gain of expense in the current year. Exceptional item includes one-
Rs. 18.14 crore in the current year. Operating expenses grew time profit on sale of stake in India Index Services and
15% mainly on account of growth in personnel expenses due Product Limited.
to salary increments and full year impact of consolidation
Rating revenue growth of 4% over the previous year was margin grew despite higher growth in comparatively lower
on account of growth in BLR and SME business. In the margin BLR and SME business. Research segment profitability
previous year, rating segment had onetime revenue of grew 29% on account of improved performance in the GR&A
Rs. 7.30 crore on account of certain price negotiation with business, and full year impact of Coalition consolidation in
a client. Excluding this one-time impact, rating segment the current year and favorable exchange rate movement.
growth was 6%. Research revenue growth was driven by During the year, the research segment recorded a forex gain
GR&A segment on account of addition of new clients in of Rs. 16.53 crore as against Rs. 4.98 crore the previous year.
the Financial Research and Research & Analytics space, Advisory segment profitability was lower mainly on account
favorable exchange rate movement and full year impact of of muted growth in the risk solution business wherein the
Coalition consolidation in the current year. CRISIL domestic banks have deferred purchase on new solutions to the
research faced a challenging business environment due to next year.
slowdown in equity, fund raising and capital market services.
Other income (Net)
The advisory segment comprising of infrastructure and
risk solution business showed marginal growth despite a In the current year, other income has increased to Rs. 36.64
challenging economic environment crore from Rs. 20.38 crore for the corresponding previous
period ended December 31, 2012. The increase is mainly
Rating margins, after excluding one time impact of on account of higher forex gain of Rs. 18.14 crore in the
Rs. 7.30 crore in the previous year on account of certain current year.
price negotiation with a client, improved by 3%. The segment
Personnel expense growth of 17% was on account of merit increase in the current year as the Company constantly strives to
make its salary structure competitive in the market to attract and retain talent and full year impact of Coalition acquisition.
Revenue and average profit per employee were Rs. 33.17 lakh (+12%) and Rs. 9.96 lakh (+11%), respectively. CRISIL will
continue with its initiatives to improve its revenue and profit per employee through business process re-engineering, making
the processes more efficient and effective use of technology.
Revenues and profits per employee for the past five years have been as under:
Rs. in Lakhs
9.96
36 10
9.04 8.99
8.39 9
7.90 33.17
8
33
7
29.59 6
30
5
27.52
4
27 26.16 3
25.40
2
24 1
2009 2010 2011 2012 2013
The Company constantly monitors staff utilisation and strives to improve productivity through automation and effective
utilisation of resources. These initiatives have resulted in optimising of operating profit per employee over the last
three years.
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
MDA
Interest for credit risk under the standardised approach for Basel II.
The Company continued to be debt-free during the year and Currently ratings are mandatory for all public offerings of
therefore, did not incur any interest expense. debentures and commercial paper issuances. To mitigate
the risk of dependence on mandated businesses, the
C. RISK MANAGEMENT Company continues to pursue its strategy of diversification,
The Company has in place a mechanism to identify, and globalising its operations. It also seeks to build a
assess, monitor and mitigate various risks to key business strong franchise with investors by holding investor meets
objectives. Key business risks and mitigation strategy are and seminars for improving transparency around ratings
highlighted below. and rating methodologies, and showcasing the utility and
benefits of ratings.
1. Business risks
To mitigate the risk of high dependence on any one business Reserve Bank of India has indicated that the likely date for
for revenues, the Company has adopted a strategy of their approvals to be given to Indian banks to adopt Internal
launching new products/services, globalising its operations, Ratings Based (IRB) approaches for credit risk would be
and diversifying into different business segments. The from 2014. Reserve Bank of India has also specified that
strategy has yielded good results and the Company, after implementation of the IRB framework by a bank,
therefore, now has a well-diversified stream of revenues. there should be a transition period of a minimum of two
To address the risk of dependence on a few large clients years during which banks will have to calculate minimum
and a few sectors in the business segments, the Company capital requirement using the IRB Approach as well as the
has also actively sought to diversify its client base and Standardised Approach of Basel II.
industry segments. 4. Human resource attrition risk
The Company strives to add value to its clients by providing CRISILs key assets are its employees and in a highly
services of a superior quality, and maintaining a robust competitive market, it is a challenge to address attrition.
franchise with investors and end-users, to mitigate the risk CRISIL continues to accord top priority to manage employee
arising from price competition. Repeat business from large attrition by formulating talent retention programme and
clients in the research segment, nevertheless, continues to offering a competitive salary and growth path for talented
contribute significantly to the Companys revenues. individuals.
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CORPORATE GOVERNANCE
AUDITORS CERTIFICATE
FOR CORPORATE GOVERNANCE
To the Members of CRISIL LIMITED,
We have examined the compliance of conditions of Corporate Governance by CRISIL LIMITED for the year
ended December 31, 2013, as stipulated in Clause 49 of the Listing Agreement of the said Company, with
the Stock Exchanges.
The compliance of conditions of Corporate Governance is the responsibility of the management of the
Company. Our examination was limited to procedures and implementation thereof, adopted by the Company
for ensuring the compliance with the conditions of Corporate Governance. It is neither an audit nor an
expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us, we certify
that the Company has complied with the conditions of Corporate Governance as stipulated in Clause 49 of
the above mentioned Listing Agreement.
We further state that such compliance is neither an assurance as to the future viability of the Company nor
of the efficiency or effectiveness with which the management has conducted the affairs of the Company.
I hereby confirm that all the members of the Board and Senior Management have affirmed compliance with
the Code of Conduct.
Roopa Kudva
Mumbai, February 14, 2014 Managing Director & Chief Executive Officer
The Directors present below the Companys policies and practices on corporate governance.
A. BOARD OF DIRECTORS
SIZE AND COMPOSITION OF THE BOARD
The Board of Directors has eight members of which seven (87.5%) are Non-Executive Directors. Four (50%)
of the eight Board members are Independent Directors. The Chairman of the Board is a Non-Executive
Director. The Company has one Alternate Director. As per the Articles of Association of the Company, the
Board can have up to 15 members.
The composition of the Board of Directors of the Company as on December 31, 2013, was as follows:-
2. The Board of Directors of the Company has appointed Mr. M. Damodaran as an Independent, Non-
Executive Director of the Company with effect from January 14, 2014.
3. The Board of Directors of the Company has appointed Ms. Vinita Bali as an Independent, Non-Executive
Director of the Company with effect from February 14, 2014.
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CORPORATE GOVERNANCE
Membership of Chairmanship of
Name of the Director Directorship#
Committees* Committees*
Mr. B. V. Bhargava 7 4 5
Mr. H. N. Sinor 9 5 3
Ms. Rama Bijapurkar 3 1 Nil
Dr. Nachiket Mor Nil 1 Nil
Mr. Douglas L. Peterson Nil Nil Nil
Mr. Yann Le Pallec 1 1 Nil
Mr. David Pearce Nil 1 Nil
Ms. Roopa Kudva Nil 1 Nil
Mr. Ravinder Singhania 2 2 Nil
# Excluding CRISIL Limited, Private Limited Companies, Foreign Companies, Section 25 Companies and Alternate Directorships.
* Memberships / Chairmanships in Audit Committee and Stakeholders Relationship Committee / Investors Grievance
Committee, including those in CRISIL Limited.
DETAILS OF SHAREHOLDINGS OF DIRECTORS year ended December 31, 2013, the Board met four times
AS ON DECEMBER 31, 2013 - on February 14, April 18, July 19 and October 18. The
agenda of Board meetings is circulated to all the Directors
The number of equity shares of face value Re. 1 each
well in advance and contains all the relevant information.
of the Company held by the Directors on December
The Company has an executive committee comprising
31, 2013 is as under:
the Managing Director and a team of senior management
personnel with proper demarcation of responsibilities and
Name of the Director No. of shares held authority. The Managing Director is responsible for corporate
strategy, planning, external contacts and Board matters. The
Mr. B. V. Bhargava Nil
senior management personnel heading respective divisions
Mr. H. N. Sinor Nil are responsible for all day-to-day operations-related
Ms. Rama Bijapurkar Nil issues, profitability, productivity, recruitment and employee
retention for their divisions. Mr. Ramraj Pai heads the CRISIL
Dr. Nachiket Mor Nil
Large-Corporate Ratings business, Mr. Subodh Rai heads the
Mr. Douglas L. Peterson Nil
CRISIL Mid-Corporate Ratings business, Mr. Sachin Nigam
Mr. Yann Le Pallec Nil heads the CRISIL Small and Medium Enterprises Ratings
Mr. David Pearce Nil business, Mr. Arun Panicker is Chief Analytical Officer of
Ratings, Mr. Mukesh Agarwal heads the CRISIL Research
Mr. Ravinder Singhania Nil
business, Mr. G. Ravishankar heads the CRISIL Global
Ms. Roopa Kudva 24,000 Analytical Centre, HR and Strategy, Mr. Pankaj Jain heads
the Global Sales of CRISIL Global Research and Analytics
RESPONSIBILITIES (GR&A) business, Mr. Ramnath Iyer heads GR&A Corporate
The Board looks at strategic planning and policy formulation. Research, Mr. Gurpreet Chhatwal heads GR&A Risk and
The Board meets at least once in every quarter to review the Analytics, Mr. Stephane Besson heads GR&A Coalition,
Companys operations and the maximum time gap between and Ms. Suprabha A. D. heads GR&A Financial Research.
any two meetings is not more than 120 days. During the
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CORPORATE GOVERNANCE
Mr. Raman Uberoi heads the Corporate Affairs division and the CRISIL Foundation and Mr. V. Srinivasan oversees Operations.
* Mr. Douglas L. Peterson attended the remaining one meeting through tele-conference.
** Mr. Ravinder Singhania did not attend the meetings as the original Directors of whom he is alternate, attended the meetings.
There were no personal transactions by the Directors Sections 198, 309, 310, 311, 349 and 350 of the Companies
involving a conflict of interest with the Company or its Act, 1956, subject to the approval of the Central Government.
holding or subsidiary or associate company. The Company The Company has received the approval of the Central
has a Code of Ethics and Personal Trading Policy for Directors Government to pay remuneration not exceeding one per
and employees. The Code of Ethics contains policies on cent of the net profits to the Non-Executive Directors for a
confidentiality, gifts and favours, and false and misleading period of five years with effect from January 1, 2013. The
information or disclosures. The Personal Trading Policy commission payable to Non-Executive Directors nominated
contains regulations, policies, procedures and restrictions by Standard & Poors (S&P) is paid to Standard & Poors
relating to personal investments by the Directors and International LLC.
employees. The policy also prohibits trading in securities
2) MANAGING DIRECTOR AND OTHER EMPLOYEES OF
of any foreign or Indian listed company on the basis of THE COMPANY
unpublished price-sensitive information.
The remuneration and reward structure for the Managing
REMUNERATION POLICY Director and employees comprises two broad components
short-term remuneration and long-term rewards. The
1) REMUNERATION TO NON-EXECUTIVE DIRECTORS
Nomination and Remuneration Committee / Compensation
Non-Executive Directors are paid sitting fees for each
Committee, comprising two Independent Directors,
meeting of the Board or its committees attended by them,
determines the remuneration of the Managing Director
and are also eligible for commission. The commission
and guidelines for remuneration payable to the employees.
payable to each Non-Executive Director is limited to a fixed These guidelines are as under:
sum per year as determined by the Board, and is revised
from time to time, depending on individual contribution, a) Annual remuneration
the Companys performance, and the prevailing norms. The Annual remuneration refers to the annual compensation
shareholders of the Company at the meeting held on April payable to the Managing Director and employees of the
18, 2013 had authorised payment of commission to the Non- Company. This comprises two parts - a fixed component,
Executive Directors as a percentage of net profits of the and a performance-linked variable component based on
Company determined in accordance with the provisions of the extent of achievement of the individuals objectives.
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Pursuant to the changes in the composition of the Board Reviewing of the quarterly and annual financial
of Directors of the Company in 2014, the Committee was statements before submission to the Board
reconstituted by the Board of Directors on February 14,
Reviewing the adequacy of the internal control systems
2014 and the present members of the Committee are
Mr. H. N. Sinor (Chairman), Mr. M. Damodaran, Mr. David Appointment of the internal auditors and fixing of their
Pearce and Dr. Nachiket Mor. remuneration
The terms of reference for the Audit Committee are broadly Reviewing the adequacy of the internal audit functions,
as under: discussing any significant findings and follow thereon
Discussing the nature and scope of audit with the
Overseeing the financial reporting process to ensure
statutory auditors
fairness, sufficiency and credibility of financial
statements Reviewing the financial and risk management policies
Recommendation of the appointment and removal of Examination of reasons for substantial defaults, if any,
statutory auditors, fixation of their remuneration and in payment to stakeholders
approving their payment for any other services rendered Providing direction to the internal audit functions and
by them monitor the quality of internal and statutory audit
The composition, procedures, role, powers and the terms of reference of the Audit Committee are as stipulated in Section
292A of the Companies Act, 1956 and clause 49 of the listing agreement and Section 177 of the Companies Act 2013
2. INVESTMENT COMMITTEE
In the year ended December 31, 2013, this Committee comprised two Non-Executive Directors - Mr. B. V. Bhargava (Chairman)
and Mr. David Pearce, and the Managing Director - Ms. Roopa Kudva. The Committee lays down policy guidelines and procedures
for investing the Companys funds, and reviews this activity at regular intervals. The Committee met once during the year on
October 18, 2013. The necessary quorum was present for the meeting.
Pursuant to the changes in the composition of the Board of Directors of the Company in 2014, the Committee was reconstituted
by the Board of Directors on February 14, 2014 and the present members of the Committee are Ms. Vinita Bali (Chairperson),
Mr. M. Damodaran, Mr. David Pearce and Ms. Roopa Kudva.
Pursuant to the changes in the composition of the Board of Directors of the Company in 2014, the Committee was reconstituted
by the Board of Directors on February 14, 2014 and the present members of the Committee are Mr. M. Damodaran (Chairman),
Mr. Yann Le Pallec and Ms Roopa Kudva. The Committee was renamed by the Board of Directors on February 14, 2014 as
Stakeholders Relationship Committee in order to align the same with the requirements under the Companies Act, 2013.
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CORPORATE GOVERNANCE
The Committee met once during the year, on February 14, 2013, and all the Directors were present in the meeting.
The Committee ensures that a proper system of compensation exists to provide performance-based compensation to all
employees of the Company. The Committee considers and approves salary, commission and other emoluments payable to the
Managing Director and employees of the Company. The annual compensation of the Managing Director is determined by this
Committee within the limits set by the shareholders at the general meeting. It also recommends to the Board, the remuneration
payable to Non- Executive Directors, within the limits laid down by the shareholders at the general meeting and in accordance with
other applicable laws.
Further, pursuant to the changes in the composition of the Board of Directors of the Company in 2014, the Committee was
reconstituted by the Board of Directors on February 14, 2014 and the present members of the Committee are Mr. H. N. Sinor
(Chairman), Ms. Vinita Bali and Mr. Douglas L. Peterson. The Committee was renamed by the Board of Directors on February 14, 2014
as Nomination and Remuneration Committee pursuant to the provisions of the Companies Act, 2013.
5. ALLOTMENT COMMITTEE
The Allotment Committee has been formed to complete the formalities prescribed under the Companies Act, 1956, relating to
allotment of shares and to authorise officials of the Company to file forms and returns with regulatory authorities.
As on December 31, 2013, this Committee comprised four Directors including three Non-Executive Directors -
Dr. Nachiket Mor (Chairman), Mr. H. N. Sinor and Ms. Rama Bijapurkar, and the Managing Director - Ms. Roopa Kudva. The
Committee met twice during the year; on April 18, 2013 and October 18, 2013 to allot shares arising out of options exercised by
employees under Employee Stock Option Schemes 2011 and 2012. The necessary quorum was present for all the meetings.
Pursuant to the changes in the composition of the Board of Directors of the Company in 2014, the Committee was reconstituted
by the Board of Directors on February 14, 2014 and the present members of the Committee are Dr. Nachiket Mor (Chairman),
Ms. Vinita Bali, Mr. M. Damodaran and Ms Roopa Kudva.
C. SHAREHOLDERS
MEANS OF COMMUNICATION
1. Half-Yearly Newsletter: The Company sends a half-yearly newsletter giving details of the Companys financial performance,
including a summary of significant events in the last six months to shareholders.
2. Quarter and annual financial results are published in the leading national and regional newspapers, and displayed on the
Companys website.
3. News releases, press releases and presentations made to investors and analysts are displayed on the Companys website.
4. The Annual Report is circulated to all members, and is also available on the Companys website.
The Annual Report of the Company for the financial year 2013 has been emailed to the members whose email addresses
are available with the depositories or are obtained directly from the members, as per the MCA Circular No. 18/2011 dated
April 29, 2011 on Green Initiative of Ministry of Corporate Affairs for Corporate Governance. For other members, who have
not registered their email addresses, the Annual Report has been sent at their registered address. If any member wishes
to get a duly printed copy of the Annual Report, the Company will send the same, free of cost, upon receipt of request
from the member.
The Management Discussion and Analysis Report form a part of the Annual Report.
In case of appointment or re-appointment of a Director, members are provided a brief resume of the Director, the nature of
his / her expertise in specific functional areas, the names of companies in which he / she holds directorship, and membership
of committees of the Board.
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Twenty-Fourth Annual April 15, 2011 Rangaswar Hall, 4th floor, None
General Meeting Yashwantrao Chavan
at 3.30 pm Pratishthan, Gen. Jagannath
Bhosale Marg, Next to
Sachivalaya Gymkhana, Mumbai
400 021
Twenty-Fifth Annual April 16, 2012 CRISIL House, Central Avenue, None
General Meeting Hiranandani Business Park,
at 3.30 pm Powai, Mumbai 400 076
Twenty-Sixth Annual April 18, 2013 Rangaswar Hall, 4th floor, Payment of commission up to 3 (three)
General Meeting Yashwantrao Chavan per cent of the net profits of the Company,
at 3.30 pm Pratishthan, Gen. Jagannath every year computed in the manner
Bhosale Marg, specified in the Act, to the Director(s) of the
Next to Sachivalaya Gymkhana, Company who is / are neither in the whole-
Mumbai 400 021 time employment nor managing director(s),
in accordance with the provisions of Section
309 (4) of the Act, for a period of 5 (five)
years from the financial year commencing
January 1, 2013, in such manner and up
to such extent as Board and / or the
Compensation Committee of the Board may,
from time to time, determine.
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4. DATES OF BOOK CLOSURE : Thursday, March 13, 2014 to Friday, March 14, 2014
(both days inclusive)
5. DIVIDEND PAYMENT DATE : May 2, 2014 (if dividend payment is approved at the
Annual General Meeting).
6. LISTING DETAILS : The shares of the Company are listed on:
National Stock Exchange of India Limited
Exchange Plaza, 5th Floor, Plot No. C/1, G Block, Bandra-
Kurla Complex, Bandra (E), Mumbai 400 051
BSE Limited
Phiroze Jeejeebhoy Towers, Dalal Street, Fort,
Mumbai 400 001
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CORPORATE GOVERNANCE
Individuals 13.01%
NRIs 0.22%
Directors 0.03%
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CORPORATE GOVERNANCE
8 8
18 Non-receipt of dividend warrant
21. DIVIDEND
Dividend Policy
CRISIL believes in maintaining a fair balance between cash retention and dividend distribution. Cash retention is required
to finance acquisitions and future growth, and also as a means to meet any unforeseen contingency. CRISIL has also been
conscious of the need to maintain stability in its dividend payout over the years. From 2008, CRISIL has commenced the
practice of paying dividend on a quarterly basis.
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CORPORATE GOVERNANCE
2. The stock was split from Face Value Rs. 10 to Face Value Re 1 with effect from October 1, 2011. Hence, dividend declared
after that date is on share of face value Re 1 each.
22. STOCK PRICE AND MOVEMENT OF THE COMPANY'S SHARES ON THE NATIONAL STOCK
EXCHANGE OF INDIA LIMITED (NSE) AND BSE LIMITED (BSE) FOR THE PERIOD FROM
JANUARY 2013 TO DECEMBER 2013
NSE BSE
Month High (Rs.) Low (Rs.) Month High (Rs.) Low (Rs.)
January 1,098.00 981.25 January 1,128.00 992.00
February 1,011.90 933.15 February 1,019.65 933.05
March 980.00 877.80 March 992.00 881.05
April 962.70 884.00 April 960.00 882.00
May 1,010.00 891.10 May 1,015.00 894.00
June 1,169.90 1,095.00 June 1,170.00 1,096.30
July 1,194.00 1,100.00 July 1,191.95 1,100.05
August 1,185.90 976.50 August 1,186.00 975.15
September 1,295.00 1,055.50 September 1,270.00 1,065.00
October 1,200.00 1,130.00 October 1,210.00 1,115.00
November 1,174.90 906.40 November 1,149.00 1,010.00
December 1,259.00 1,018.10 December 1,250.00 1,018.00
To participate and vote in General Meetings either Apart from the above rights, the shareholders also enjoy the
personally or through proxies following rights as a group:
To receive dividends in due time, once approved in To appoint the Directors and Auditors of the Company
General Meetings or Board Meetings
To requisition an Extraordinary General Meeting
To receive corporate benefits like rights, bonus, etc.
To demand a poll on any resolution
once approved
To apply to the Company Law Board to investigate the
To apply to the Company Law Board to call or direct the
affairs of the Company
Annual General Meeting
To apply to the Company Law Board for relief in cases of
To inspect the minute books of the General Meetings
oppression and / or mismanagement
and to receive copies thereof
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
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financial
statements
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STANDALONE
under the Companies Act, 1956 read with General of clause (g) of sub-section (1) of section 274 of the
Circular 15/2013 dated 13 September 2013, issued Companies Act, 1956.
by the Ministry of Corporate Affairs, in respect of
For S.R. Batliboi & Co. LLP
Section 133 of the Companies Act, 2013; and
Chartered Accountants
(e) On the basis of written representations received ICAI Firm Registration Number: 301003E
from the directors as on December 31, 2013, and
per Jayesh Gandhi
taken on record by the Board of Directors, none
Partner
of the directors is disqualified as on December 31,
Membership Number: 037924
2013, from being appointed as a director in terms
Place : Mumbai
Date : February 14, 2014
Annexure
REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING REPORT ON OTHER LEGAL AND
REGULATORY REQUIREMENTS OF OUR REPORT OF EVEN DATE
Re: CRISIL Limited (v) In our opinion, there are no contracts or arrangements
that need to be entered in the register maintained under
(i) (a) The Company has maintained proper records Section 301 of the Companies Act, 1956. Accordingly,
showing full particulars, including quantitative the provisions of clause (v) (b) of paragraph 4 of the
details and situation of fixed assets. Order are not applicable to the Company and hence not
(b) Fixed assets have been physically verified by commented upon.
the management during the year and no material (vi) The Company has not accepted any deposits from the
discrepancies were identified on such verification. public.
(c) There was no substantial disposal of fixed assets (vii) In our opinion, the Company has an internal audit system
during the year. commensurate with the size and nature of its business.
(ii) The Company is engaged in the business of providing (viii) To the best of our knowledge and as explained, the Central
rating and research services and therefore the provisions Government has not prescribed maintenance of cost
of clause (ii) of paragraph 4 of the Order are not applicable records under clause (d) of sub-section (1) of section 209 of
to the Company and hence not commented upon. the Companies Act, 1956 for the services of the Company.
(iii) According to the information and explanations given (ix) (a) The Company is regular in depositing with
to us, the Company has not granted / taken any loans, appropriate authorities undisputed statutory
secured or unsecured to / from companies, firms or dues including provident fund, investor education
other parties covered in the register maintained under and protection fund, employees state insurance,
section 301 of the Companies Act, 1956. Accordingly, the income-tax, sales-tax, wealth-tax, service tax, cess
provisions of clause (iii) (a) to (g) of paragraph 4 of the and other material statutory dues applicable to it.
Order are not applicable to the Company and hence not The provisions relating to custom duty and excise
commented upon. duty are not applicable to the Company.
(iv) In our opinion and according to the information and (b) According to the information and explanations given
explanations given to us, there is an adequate internal to us, no undisputed amounts payable in respect of
control system commensurate with the size of the provident fund, investor education and protection
Company and the nature of its business, for the purchase fund, employees state insurance, income-tax,
of fixed assets and for rendering of services. The activities wealth-tax, service tax, sales-tax, customs duty,
of the Company do not involve purchase of inventory and excise duty, cess and other material undisputed
sale of goods. During the course of our audit, we have statutory dues were outstanding, at the year end,
not observed any major weakness or continuing failure for a period of more than six months from the date
to correct any major weakness in the internal control they became payable.
system of the Company in respect of these areas.
Period to which
Name of the Statute Nature of Dues Amount (Rs.) the amount Forum where dispute is pending
relates
Income Tax Act, 1961 Income Tax 5,000,000 A.Y. 2000-01 High Court
8,649,718 A.Y. 2001-02 High Court
6,213,853 A.Y. 2002-03 High Court
3,638,159 A.Y. 2003-04 High Court
6,005,778 A.Y. 2004-05 High Court
2,876,744 A.Y. 2005-06 Deputy Commissioner of Income Tax
4,893,510 A.Y. 2006-07 Commissioner of Income Tax
(Appeals)
4,972,046 A.Y. 2007-08 Commissioner of Income Tax
(Appeals)
30,723,070 A.Y. 2008-09 Income Tax Apellate Tribunal
Sales Tax Act, 1956 Sales Tax 1,927,861 FY 2003-04 Asst. Comm. Of Sales Tax (Appeals)
3,445,717 FY 2004-05 Asst. Comm. Of Sales Tax (Appeals)
Finance Act Service Tax 15,042,302 F.Y. 1999-2000 to Commissioner of central Excise
2001-2002
(x) The Company has no accumulated losses at the end of (xviii)The Company has not made any preferential allotment
the financial year and it has not incurred cash losses in of shares to parties or companies covered in the register
the current and immediately preceding financial year. maintained under section 301 of the Companies Act,
1956.
(xi) The Company has not taken any loans from financial
institutions, banks and has not issued any debentures. (xix) The Company did not have any outstanding debentures
during the year.
(xii) According to the information and explanations given to
us and based on the documents and records produced (xx) The Company has not raised any money by public issues
to us, the Company has not granted loans and advances during the year.
on the basis of security by way of pledge of shares,
(xxi) Based upon the audit procedures performed for the
debentures and other securities.
purpose of reporting the true and fair view of the
(xiii) In our opinion, the Company is not a chit fund or a nidhi / financial statements and as per the information and
mutual benefit fund / society. Therefore, the provisions explanations given by the management, we report that
of clause 4 (xiii) of the Order are not applicable to the no fraud on or by the Company has been noticed or
Company. reported during the year.
(xiv) In our opinion, the Company is not dealing in or trading For S.R. Batliboi & Co. LLP
in shares, securities, debentures and other investments. Chartered Accountants
Accordingly, the provisions of clause 4(xiv) of the Order ICAI Firm Registration Number: 301003E
are not applicable to the Company.
per Jayesh Gandhi
(xv) According to the information and explanations given to Partner
us, the Company has not given any guarantee for loans Membership Number: 037924
taken by others from banks or financial institutions. Place: Mumbai
(xvi) The Company did not have any term loans outstanding Date: February 14, 2014
during the year.
(xvii) The Company has not raised any funds on short term
basis.
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CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
STANDALONE
Balance Sheet
as at December 31, 2013 Rupees
As at As at
Particulars Notes
December 31, 2013 December 31, 2012
ASSETS
Non-current assets
Fixed assets
Tangible assets 8 836,377,517 966,576,986
Investments 9 1,505,799,530 1,507,242,181
Deferred tax assets (Net) 10 161,498,270 124,484,516
Loans and advances 11 1,806,614,268 1,468,314,628
Other assets 13 6,958,357 480,221
Current assets
Investments 9 2,215,631,084 809,582,011
Trade receivables 12 1,530,101,977 1,083,597,728
Cash and bank balances 14 418,921,895 374,487,662
Loans and advances 11 338,833,710 328,127,376
Other assets 13 180,744,301 118,198,494
TOTAL 9,001,480,909 6,781,091,803
Summary of significant accounting policies 2
INCOME
Income from operations 15 7,892,798,559 7,365,982,190
Other income 16 428,993,661 226,477,560
TOTAL 8,321,792,220 7,592,459,750
EXPENSES
Personnel expenses 17 2,940,427,867 2,732,629,610
Establishment expenses 18 642,529,470 652,408,818
Other expenses 19 1,613,171,250 1,265,343,322
Depreciation / Amortisation 8 232,241,739 239,245,796
TOTAL 5,428,370,326 4,889,627,546
Profit before exceptional item 2,893,421,894 2,702,832,204
Exceptional items 28 993,630,030 -
Profit before tax 3,887,051,924 2,702,832,204
Tax expense
Current tax 21 1,112,239,742 808,160,913
Deferred tax charge / (benefit) (37,013,754) (33,927,659)
TOTAL TAX EXPENSE 1,075,225,988 774,233,254
Profit after tax 2,811,825,936 1,928,598,950
Earnings per share : Nominal value of Re.1
Basic 39.91 27.49
Diluted (On account of ESOS, refer note 33) 39.79 27.34
Number of Shares used in Computing earnings per share
Basic 70,456,790 70,150,532
Diluted (On account of ESOS, refer note 33) 70,668,105 70,531,039
Summary of significant accounting policies 2
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1 NATURE OF OPERATIONS disposal are stated at lower of the net book value
and net realisable value and are shown under other
CRISIL Limited (the Company) is a global analytical
current assets.
company providing ratings and research services. CRISIL
is Indias leading ratings agency and also the foremost Software purchased is charged to the Statement of
provider of high-end research to the worlds largest banks Profit and Loss as and when incurred.
and leading corporations. With sustainable competitive
advantage arising from our strong brand, unmatched 2.3 Depreciation
credibility, market leadership across businesses, and Depreciation is provided using the Straight Line
large customer base, CRISIL delivers analysis, opinions, Method ( SLM) as per the useful lives of the assets
and solutions that make markets function better. estimated by the management, or at the rates
1.1 Basis of preparation of financial statement prescribed under schedule XIV of the Act, whichever
is higher.
The financial statements have been prepared in
accordance with generally accepted accounting
Rates Schedule XIV
principles in India (Indian GAAP) under the historical Assets
(SLM) Rates (SLM)
cost convention on an accrual basis in compliance Buildings 5.00% 1.63%
with all material aspect of the Accounting Standards Furniture & fixtures 10.00% 6.33%
notified under the Companies Act, 1956 read with
Office equipments 10.00% 4.75%
General Circular 15/2013 dated 13 September 2013,
Office equipments 33.33% 4.75%
issued by the Ministry of Corporate Affairs, in
(Mobile instruments)
respect of Section 133 of the Companies Act, 2013.
Computers 33.33% 16.21%
The accounting policies have been consistently
Vehicles 33.33% 9.50%
applied by the Company and are consistent with
those used in the previous year. Leasehold Improvements are amortised over the lease
term or useful life of the asset, whichever is less.
2 SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES Fixed assets having original cost of less than
2.1 Use of estimates Rs. 5,000 individually, are depreciated fully in the
The preparation of financial statements in year / period of purchase.
conformity with generally accepted accounting
2.4 Impairment
principles requires management to make estimates
The carrying amounts of assets are reviewed at
and assumptions that affect the reported amounts
each balance sheet date if there is any indication
of assets and liabilities and disclosure of contingent
of impairment based on internal/external factors. An
liabilities at the date of the financial statements
impairment loss is recognised wherever the carrying
and the results of operations during the reporting
amount of an asset exceeds its recoverable amount.
year end. Although these estimates are based upon
The recoverable amount is the greater of the assets
managements best knowledge of current events
net selling price and value in use.
and actions, actual results could differ from these
estimates. After impairment, depreciation is provided on
the revised carrying amount of the asset over its
2.2 Fixed assets
remaining useful life.
Fixed assets are stated at cost, less accumulated
depreciation and impairment losses if any. Cost 2.5 Operating leases
comprises the purchase price and any attributable Leases where the lessor effectively retains
cost of bringing the asset to its working condition substantially all the risks and benefits of ownership
for its intended use. Items of fixed asset held for of the leased term, are classified as operating
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STANDALONE
a foreign currency are reported using the exchange the transaction is settled during the reporting year,
rate at the date of transaction. and the corresponding foreign currency amount
translated at the later of the date of inception of the
Exchange difference forward exchange contract and the last reporting
Exchange differences relating to long term monetary date. Such exchange differences are recognised in
items, arising during the year are accumulated in the Statement of Profit and Loss in the reporting
the Foreign Currency Monetary Item Translation year in which the exchange rates change.
Account and amortised to the Statement of Profit
and Loss over the balance life of the long term The Company has adopted the principles of
monetary item. All other exchange differences are AS 30 Financial Instruments: Recognition and
recognised as income or expense in the Statement Measurement in respect of its derivative financial
of Profit and Loss. instruments that are not covered by AS 11 Accounting
for the Effects of Changes in Foreign Exchange
Non-monetary items carried in terms of historical Rates and that relate to a firm commitment or a
cost denominated in a foreign currency are highly probable forecast transaction. In accordance
reported using the exchange rate at the date of with AS 30, such derivative financial instruments,
the transaction; and non-monetary items which which qualify for cash flow hedge accounting and
are carried at fair value or other similar valuation where the Company has met all the conditions of
denominated in a foreign currency are reported AS 30, are fair valued at the balance sheet date and
using the exchange rate that existed, when the the resultant gain/loss is credited/debited to the
values were determined. Exchange differences Hedging Reserve Account included in the Reserves
arising as a result of the above are recognised as and Surplus. This gain/loss would be recorded in the
income or expense in the Statement of Profit and Statement of Profit and Loss when the underlying
Loss. transactions affect earnings. Other derivative
instruments that relate to a firm commitment or
Forward contract
a highly probable forecast transaction and that
Forward contracts are entered into, to hedge the do not qualify for hedge accounting, have been
foreign currency risk of the underlying outstanding recorded at fair value at the reporting date and the
at the balance sheet date and also to hedge the resultant gain/loss has been credited/debited to the
foreign currency risk of firm commitment or highly Statement of Profit and Loss for the year.
probable forecast transactions. The premium or
discount on forward contracts that are entered into, Foreign currency translation on long term
to hedge the foreign currency risk of the underlying monetary items
outstanding at the balance sheet date arising at the In line with notification of the Companies
inception of each contract, is amortised as income (Accounting Standards) Amendment Rules, 2011
or expense over the life of the contract. Any profit issued by Ministry of Corporate Affairs on December
or loss arising on the cancellation or renewal of 29, 2011 amending Accounting Standard - 11
forward contracts is recognised as income or as (AS - 11) The Effects of Changes in Foreign Exchange
expense for the year. Rates (revised 2003), the Company has chosen
to exercise the option under para 46A inserted
In relation to the forward contracts entered
in the standard by the notification. Accordingly,
into, to hedge the foreign currency risk of the
exchange differences on all long term monetary
underlying outstanding at the balance sheet
items, with prospective effect from April 01, 2011,
date, the exchange difference is calculated as the
has been accumulated in the Foreign Currency
difference between the foreign currency amount
Monetary Translation Account and amortised to the
of the contract translated at the exchange rate at
Statement of Profit and Loss over the balance life of
the reporting date or the settlement date where
the long term monetary item.
107
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
STANDALONE
is probable that an outflow of resources will be 2.15 Employee stock compensation cost
required to settle the obligation, in respect of which Measurement and disclosure of the employee share-
a reliable estimate can be made. Provisions are not based payment plans is done in accordance with
discounted to its present value and are determined SEBI (Employee Stock Option Scheme and Employee
based on best estimate required to settle the Stock Purchase Scheme) Guidelines, 1999 and the
obligation at the balance sheet date. These are Guidance Note on Accounting for Employee Share-
reviewed at each balance sheet date and adjusted based Payments, issued by the Institute of Chartered
to reflect the current best estimates. Accountants of India. The Company measures
compensation cost relating to employee stock options
2.14 Cash and cash equivalents
using the intrinsic value method. Compensation
Cash and cash equivalents in the cash flow
expense is amortised over the vesting period of the
statement comprise cash at bank and in hand and
option on a straight line basis wherever grant price is
short-term investments with an original maturity of
lower then the market price.
three months or less.
(a) Reconciliation of the shares outstanding at the beginning and at the end of the year
Equity shares
As at December 31, 2013
Rupees Nos.
At the beginning of the year (face value of Re. 1/- per share) 70,235,740 70,235,740
Add - Issued during the year Under employee stock option scheme (ESOS)
417,150 417,150
(Refer Note 33)
Outstanding at the end of the year 70,652,890 70,652,890
(d) Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought
back during the period of five years immediately preceding the reporting date
Particulars Nos.
Equity shares bought back by the company
In 2009 Nil
In 2010 1,281,560
In 2011 910,000
In 2012 Nil
In 2013 Nil
2,191,560
Aggregate number of bonus shares and shares issued for consideration other than cash during the period of 5 years
immediately preceding the reporting date is Nil.
109
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
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General reserve
Opening balance 636,969,222 444,109,327
Add : Transferred from the Statement of Profit and Loss 281,182,594 192,859,895
918,151,816 636,969,222
111
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
STANDALONE
7. PROVISIONS Rupees
As at As at
December 31, 2013 December 31, 2012
Current
For employee benefits
For gratuity (Refer note 30) 75,020,727 72,180,579
For leave benefits 272,437,321 247,504,601
Other provisions
Proposed equity dividend 706,528,900 280,942,960
Corporate dividend tax thereon 120,074,587 45,575,972
For tax (net of advance tax) 51,309,010 -
TOTAL 1,225,370,545 646,204,112
Tangible assets
Buildings 157,352,097 - - 157,352,097 102,237,888 7,783,110 - 110,020,998 47,331,099
Furniture and fixtures 219,483,736 2,639,535 6,465,850 215,657,421 108,667,405 16,809,043 6,113,632 119,362,816 96,294,605
Office equipments 337,391,869 8,719,330 25,549,977 320,561,222 148,360,989 29,679,158 23,458,815 154,581,332 165,979,890
Computers 556,227,762 77,713,961 37,144,157 596,797,566 427,575,059 83,886,876 36,060,211 475,401,724 121,395,842
Vehicles 55,788,073 14,233,526 13,220,667 56,800,932 31,084,660 14,583,586 9,827,558 35,840,688 20,960,244
TOTAL 2,018,591,182 108,962,705 82,380,651 2,045,173,236 1,052,014,196 232,241,739 75,460,216 1,208,795,719 836,377,517
Tangible assets
Buildings 161,565,478 - 4,213,381 157,352,097 97,829,098 7,973,585 3,564,795 102,237,888 55,114,209
Furniture and fixtures 213,361,302 13,303,647 7,181,213 219,483,736 95,029,791 17,825,172 4,187,558 108,667,405 110,816,331
Office equipments 318,238,923 30,429,970 11,277,024 337,391,869 124,385,477 30,387,443 6,411,931 148,360,989 189,030,880
Computers 539,541,250 90,640,398 73,953,886 556,227,762 408,300,413 92,419,829 73,145,183 427,575,059 128,652,703
Vehicles 53,799,363 17,224,409 15,235,699 55,788,073 31,448,751 13,739,330 14,103,421 31,084,660 24,703,413
Leasehold improvements 645,043,872 58,844,810 11,541,037 692,347,645 163,523,707 76,900,437 6,335,949 234,088,195 458,259,450
TOTAL 1,931,550,188 210,443,234 123,402,240 2,018,591,182 920,517,237 239,245,796 107,748,837 1,052,014,196 966,576,986
113
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
STANDALONE
9. INVESTMENTS Rupees
As at As at
December 31, 2013 December 31, 2012
A. Non-current investments
Trade investments (valued at cost unless stated
otherwise)
Unquoted equity instruments
Investment in Subsidiaries (Companies under same
management)
49,999,900 (P.Y. 49,999,900) Equity Shares of 49,999,900 49,999,900
CRISIL Risk and Infrastructure Solutions Limited of
Re. 1 each, fully paid up
5,514,100 (P.Y. 5,514,100) Equity Shares of CRISIL 1,139,027,822 1,139,027,822
Irevna UK Limited, of 1 each, fully paid up
704,018 (P.Y. 704,018) Equity Shares of CRISIL 10,501,668 10,501,668
Irevna Argentina S.A. of ARS 1 each, fully paid up
10,000 (P.Y. 10,000) Equity Shares of Pipal Research 111,292,051 111,292,051
Analytics and Information Services India Private
Limited of Rs. 10 each, fully paid up
100% Investment in the capital (P.Y. 100% 14,483,687 9,557,150
Investment) of CRISIL Irevna Information &
Technology (Hangzhou) Co., Limited
100,000 (P.Y. 100,000) Equity Shares of Mercator 37,108,494 37,108,494
Info-Services India Private Limited of Rs. 10 each,
fully paid up (Refer note 34)
50,000 (P.Y. 50,000) Equity Shares of Coalition 87,133,877 87,133,877
Development Systems (India) Private Limited of
Rs. 10 each, fully paid up (Refer note 34)
Investment in joint venture
Nil (P.Y. 637,000) Equity Shares of India Index - 6,370,000
Services and Products Limited of Rs. 10 each, fully
paid up (Refer note 28)
Other Investments
300,000 (P.Y. 300,000) Equity Shares of Caribbean 13,642,500 13,642,500
Information and Credit Rating Agency of US$1 each,
fully paid up
Less: Provision for diminution in value of Investment (13,642,499) 1 (13,642,499) 1
115
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
STANDALONE
117
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
STANDALONE
119
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
STANDALONE
121
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
STANDALONE
21. The tax year of the Company being the year ending March 31, 2014, the provision for tax for the year is the aggregate
of the provision made for the three months ended March 31, 2013 and the provision for the nine months upto December
31, 2013. The tax provision for nine months has been arrived at using the effective tax rate for the period April 1, 2013
to March 31, 2014.
22. The Company has a process of identification of suppliers registered under the The Micro, Small and Medium Enterprises
Development (MSMED) Act, 2006 by obtaining confirmations from suppliers. There are no Micro, Small and Medium
Enterprises, as defined in the Micro, Small, Medium Enterprises Development Act, 2006 to whom the company owes
dues on account of principal amount together with interest and accordingly no additional disclosures have been made.
Rating services includes credit ratings for corporates, banks, bank loans, small and medium enterprises (SME), training
in the credit rating field, credit analysis services, grading services and global analytical services
Research segments includes equity research, industry reports, customised research assignments, subscription to data
services, independent equity research (IER) and IPO gradings.
Segment reporting for the year ended December 31, 2013 Rupees
Business segments
Particulars Total
Ratings Research
Operating revenue (Refer note 35) 4,138,915,562 3,753,882,997 7,892,798,559
123
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
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Geography Rupees
India 3,165,558,893
Europe 2,035,596,763
North America 2,018,094,096
Rest of the world 146,732,439
TOTAL 7,365,982,190
Notes to Segmental Results :
*Assets and liabilites used interchangeably between segments has been classified as unallocable. The Company believes that
it is currently not practicable to allocate all assets and liabilities since a meaningful segregation of the available data is not
feasible.
The Company recovered certain common expenses from subsidiaries based on management estimates and disclosed as
Recoveries in Notes to the Statement of Profit and Loss.
125
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
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127
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
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Rupees
Unaudited
Year Ended Year Ended
Particulars
December 31, 2013 December 31, 2012
Assets - 305,906,817
Reserves and Surplus - 285,143,376
Liabilities - 14,393,441
Income 105,718,364 134,190,152
Expenses 20,296,948 20,994,847
Tax expense 26,485,595 34,542,462
Contingent liability - 13,712,655
Note: During the year (as on August 27, 2013), CRISIL sold its entire equity stake in India Index Services & Products Limited
(IISL), a joint venture with National Stock Exchange of India Limited (NSE), for a total consideration of Rs. 100 crores. The
stake represented 49% of the equity share capital of IISL. The income, expense and tax expense above are for the period
January 01, 2013 to August 27, 2013.
129
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
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The following tables summarise the components of net benefit expense recognised in the Statement of Profit and Loss
and the funded status and amounts recognised in the Balance Sheet for the respective plans.
Balance Sheet
Details of provision for gratuity benefit Rupees
Year Ended Year Ended Year Ended Year Ended Year Ended
Particulars December December December December December
31, 2013 31, 2012 31, 2011 31, 2010 31, 2009
Present value of funded obligations 162,622,860 150,986,640 118,386,100 108,091,000 53,926,870
Less: Fair value of plan assets (87,602,133) (78,806,061) (72,584,782) (51,130,570) (46,883,930)
NET LIABILITY 75,020,727 72,180,579 45,801,318 56,960,430 7,042,940
Changes in the present value of the defined benefit obligation are as follows: Rupees
Year Ended Year Ended Year Ended Year Ended Year Ended
Particulars December December December December December
31, 2013 31, 2012 31, 2011 31, 2010 31, 2009
Opening defined benefit obligation 150,986,640 118,386,100 108,091,000 53,926,870 41,632,929
Current service cost 34,505,570 28,630,960 26,330,470 14,275,170 12,961,541
Interest cost 12,996,350 9,679,000 8,494,560 4,093,320 2,806,950
Plan amendment cost - - (26,151,020) - -
Acquisition cost / (Credit) (271,450) - - - -
Actuarial (gain) / loss (13,242,500) 3,316,830 10,618,610 43,812,226 1,820,550
Benefits paid (22,351,750) (9,026,250) (8,997,520) (8,016,586) (5,295,100)
CLOSING DEFINED BENEFIT OBLIGATION 162,622,860 150,986,640 118,386,100 108,091,000 53,926,870
Details of experience adjustment on plan assets and liabilities are as follows: Rupees
Year Ended Year Ended Year Ended Year Ended Year Ended
Particulars December December December December December
31, 2013 31, 2012 31, 2011 31, 2010 31, 2009
Experience adjustment on plan assets 1,041,302 (1,107,950) 1,056,890 2,992,816 (1,457,120)
Experience adjustment on plan liabilities (1,566,020) (396,720) (15,410,000) (41,461,230) (2,662,050)
The major categories of plan assets as a percentage of the fair value of total plan assets are as follows:
Year Ended Year Ended
Particulars
December 31, 2013 December 31, 2012
Investment with Insurer 100% 100%
Actual return on plan assets (Based on interest rate declared by the 9.30% 9.30%
insurer as at 31st March 2013 / 2012)
The overall expected rate of return on assets is determined based on the market prices prevailing on that date, applicable
to the period over which the obligation is to be settled.
The principal assumptions used in determining gratuity for the Companys plans is as below:
Year Ended Year Ended
Particulars
December 31, 2013 December 31, 2012
Discount rate 9.40% 8.30%
Estimated rate of return on plan assets 8.50% 8.50%
Expected employee turnover
Age : 20-44 Years 6.50% 6.50%
Age : 45-58 Years 6.00% 6.00%
Expected employer's contribution next year (Rupees) 26,400,000 24,000,000
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion
and other relevant factors, such as supply and demand in the employment market.
131
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
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32. The Company has a revenue hedge programme in place to mitigate foreign exchange (forex) related risk. Accounting
for revenue hedge is done as per principles of AS 30 Financial Instruments: Recognition and Measurement wherein
mark to market on forward contracts entered to hedge highly probable future transactions are routed through hedge
reserve account. Details of currency hedge and forward contract value are as under :
Particulars Year Ended December 31, 2013 Year Ended December 31, 2012
Hedged Currency Amount Amount in INR Amount Amount in INR
USD 31,891,000 2,015,710,355 30,274,000 1,712,661,900
GBP 10,447,000 1,041,206,340 9,378,000 844,571,350
EUR 4,399,000 370,752,170 4,014,000 294,068,775
Details ESOP 2012 (1) ESOP 2012 (2) ESOP 2011 (1) ESOP 2011 (2)
The Company uses intrinsic value method to record compensation cost arising on account of grant made under ESOS.
The Company has not recorded any compensation cost as the grant has been given at 100% of the closing market price
immediately prior to the date of grant on the stock exchange which recorded highest trading volume.
Had the Company recorded the compensation cost on the basis of Fair Valuation method instead of intrinsic value method,
employee compensation cost would have been higher by Rs. 162,773,724 (P.Y. Rs. 66,032,202) and EPS would have been
as under :
Year Ended Year Ended
Earnings per share : Nominal value of Re. 1 per share :
December 31, 2013 December 31, 2012
Basic (Rupees) 37.60 26.55
Diluted (Rupees) 37.49 26.41
Variables ESOS 2012 ESOS 2011
Key assumptions :
Expected volatility 30.44% 34.77%
Time to maturity 3.69 Years 3.68 Years
Expected dividend 2.23% 2.37%
Risk free rate of interest 8.40% 8.03%
34. In all cash transaction, CRISIL Limited and its subsidiary acquired 100% stake in Coalition Development Ltd. along with
its subsidiaries on 4th July, 2012.
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STANDALONE
35. In the corresponding previous year, there was a one time impact of Rs. 73,079,000 in rating revenue pretaining to
previous year on account of certain price renegotiations with retrospective effect.
For S.R. Batliboi & Co. LLP For and on behalf of the Board of Directors of CRISIL Limited
ICAI Firm Registration No.: 301003E
Chartered Accountants
per Jayesh Gandhi Roopa Kudva M. Damodaran H.N. Sinor
Partner Managing Director & Director Director
Membership No.: 037924 Chief Executive Officer
Date: February 14, 2014 Nachiket Mor Yann Le Pallec
Place: Mumbai Director Director
Neelabja Chakrabarty
Company Secretary
Date: February 14, 2014
Place: Mumbai
135
136
STATEMENT PURSUANT TO SECTION 212 OF THE COMPANIES ACT, 1956 RELATING TO SUBSIDIARY COMPANY
1 Name of the subsidiary company Pipal Research CRISIL Irevna Coalition Coalition Mercator Info- Coalition
Analytics and Information & Development Development Services India Development
Information Technology Limited, UK Systems (India) Private Limited Singapore Pte
CRISIL Limited
Services (I) Pvt. Ltd. (Hangzhou) Co., Ltd. Private Limited Limited
CORPORATE OVERVIEW
2 The financial period of the subsidiary December 31, December 31, December 31, December 31, December 31, December 31,
Company ended on 2013 2013 2013 2013 2013 2013
3 (a) Number of shares in the subsidiary held 10,000 Equity 100% Investment in 174,691 Equity 50,000 Equity 100,000 Equity 1 Equity Shares of
by CRISIL Limited at the above date Shares of Rs. 10 the capital Shares of 1 each, Shares of Rs. 10 Shares of Rs. 10 SGD 1 each, fully
each, fully paid up. fully paid up each, fully paid up each, fully paid up paid up
(b) Extent of interest of CRISIL in the capital 100% 100% 100% 100% 100% 100%
of the subsidiary
(a) Profits / (losses) for the period ended 29,860,906 7,436,296 342,833,285 11,880,574 17,833,424 12,866,902
December 31,2013 of the subsidiary
(Rupees)
(b) Profits / (losses) for the previous financial 28,770,372 3,030,307 143,824,004 4,798,208 3,116,068 5,277,422
year of the subsidiary, since it became the
subsidiary of CRISIL Limited (Rupees)
Neelabja Chakrabarty
Company Secretary
Date: February 14, 2014
Place: Mumbai
INDEPENDENT AUDITORS REPORT
To the Board of Directors of CRISIL Limited (c) in the case of the consolidated Cash Flow Statement, of the
We have audited the accompanying consolidated financial cash flows for the year ended on that date.
statements of CRISIL Limited (the Company) and its subsidiaries Other Matters
and joint venture (collectively referred as the Group), which 1. We did not audit the financial statements of CRISIL Irevna
comprise the consolidated Balance Sheet as at December 31, Limited, UK; CRISIL Irevna LLC, US; CRISIL Irevna Poland
2013, and the consolidated Statement of Profit and Loss and Sp.zo.o; CRISIL Irevna Argentina S.A.; CRISIL Irevna
the consolidated Cash Flow Statement for the year then ended, Information & Technology (Hangzhou) Co. Limited, China;
and a summary of significant accounting policies and other Coalition Development Limited, UK and Coalition Development
explanatory information. Singapore Pte Limited. The financial statements of these
Managements Responsibility for the Consolidated Financial subsidiaries have been prepared under the generally
Statements accepted accounting principles (GAAP) accepted in those
respective countries and have been audited by other
Management is responsible for the preparation of these auditors who have submitted their audit opinions, based on
consolidated financial statements that give a true and fair view generally accepted auditing standards of their respective
of the consolidated financial position, consolidated financial countries, to the shareholders of the respective companies,
performance and consolidated cash flows of the Group in copies of which have been provided to us. The management
accordance with accounting principles generally accepted in of the Company has recorded adjustments to convert these
India. This responsibility includes the design, implementation and audited financial statements of the Companys subsidiaries
maintenance of internal control relevant to the preparation and to accounting principles generally accepted in India, for
presentation of the consolidated financial statements that give the purpose of preparation of the consolidated financial
a true and fair view and are free from material misstatement, statements. The financial statements of these subsidiaries
whether due to fraud or error. in the aggregate reflect, total assets, revenues, and net cash
Auditors Responsibility flows of Rs. 251.17 crores, Rs. 480.45 crores and Rs. 28.86
crores respectively. Our opinion thus, in so far it relates to
Our responsibility is to express an opinion on these consolidated
amounts included in respect of these subsidiaries, is based
financial statements based on our audit. We conducted our audit
on the reports of the other auditors under the accounting
in accordance with the Standards on Auditing issued by the
policies generally accepted in those respective countries. Our
Institute of Chartered Accountants of India. Those Standards
opinion is not qualified in respect of this matter.
require that we comply with ethical requirements and plan
and perform the audit to obtain reasonable assurance about 2. We did not audit the financial statements of two Indian
whether the consolidated financial statements are free from subsidiaries, whose financial statements prepared under
material misstatement. the generally accepted accounting principles accepted
in India, reflect in relation to the amounts considered in
An audit involves performing procedures to obtain audit evidence
the consolidated financial statements; total assets of
about the amounts and disclosures in the consolidated financial
Rs. 12.23 crores as at December 31, 2013, total revenue of
statements. The procedures selected depend on the auditors
Rs. 0.38 crores, and total cash outflows amounting to Rs. 0.80
judgement, including the assessment of the risks of material
crores for the year then ended. These financial statements
misstatement of the consolidated financial statements, whether
and other financial information have been audited by other
due to fraud or error. In making those risk assessments, the auditor
auditors whose reports have been furnished to us, and our
considers internal control relevant to the Groups preparation
opinion, in so far as it relates to the affairs of such subsidiaries
and presentation of the consolidated financial statements that
is based solely on the report of other auditors. Our opinion is
give a true and fair view in order to design audit procedures
not qualified in respect of this matter.
that are appropriate in the circumstances. An audit also includes
evaluating the appropriateness of accounting policies used 3. We did not audit the financial information of one joint venture,
and the reasonableness of the accounting estimates made by prepared under the generally accepted accounting principles
management, as well as evaluating the overall presentation in India, whose financial information reflects the Groups share
of the consolidated financial statements. We believe that the of revenue of Rs. 10.57 crores for the period from April 1, 2013
audit evidence we have obtained is sufficient and appropriate to August 27, 2013, as accounted in the consolidated financial
to provide a basis for our audit opinion. statements of the Group, on the basis of unaudited financial
information as certified and furnished to us by the management
Opinion
and our opinion is based solely on this management certified
In our opinion,based on our audit and on consideration of reports of financial information. Our opinion is not qualified in respect of
other auditors on separate financial statements and other financial this matter.
information of the components and the consideration of the
unaudited financial statements,and to the best of our information For S.R. Batliboi & Co. LLP
and according to the explanations given to us, the consolidated Chartered Accountants
financial statements give a true and fair view in conformity with ICAI Firm Registration Number: 301003E
the accounting principles generally accepted in India:
per Jayesh Gandhi
(a) in the case of the consolidated Balance Sheet, of the state Partner
of affairs of the Group as at December 31, 2013; Membership Number: 037924
(b) in the case of the consolidated Statement of Profit and Place: Mumbai
Loss, of the profit for the year ended on that date; and Date: February 14, 2014
137
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CONSOLIDATED
Balance Sheet
as at December 31, 2013 Rupees
As at As at
Particulars Notes December 31, 2013 December 31, 2012
Audited Audited
ASSETS
Non-current assets
Fixed assets
Tangible assets 8 1,022,309,006 1,142,451,678
Intangible assets 8 3,470,215,445 3,525,391,109
Investments 9 56,252,031 66,354,755
Deferred tax assets (Net) 10 228,603,664 174,841,085
Loans and advances 13 480,647,106 456,063,401
Other assets 14 89,938,786 47,432,722
Current Assets
Investments 9 2,387,199,083 1,084,312,575
Trade receivables 11 1,194,891,060 1,172,323,353
Cash and bank balances 12 1,899,492,870 1,527,967,773
Loans and advances 13 210,799,149 247,208,657
Other assets 14 425,742,149 386,107,630
TOTAL 11,466,090,349 9,830,454,738
Summary of significant accounting policies 2
INCOME
Income from operations 15 11,106,421,999 9,777,175,363
Other income 16 366,421,869 203,795,750
TOTAL 11,472,843,868 9,980,971,113
EXPENSES
Personnel expenses 17 5,154,779,202 4,390,067,363
Establishment expenses 18 861,362,335 824,718,757
Other expenses 19 1,484,689,251 1,286,084,668
Depreciation / Amortisation 8 379,228,672 343,218,323
TOTAL 7,880,059,460 6,844,089,111
Profit before exceptional item 3,592,784,408 3,136,882,002
Exceptional items 23 658,860,566 -
Profit before tax 4,251,644,974 3,136,882,002
Tax expense
Current tax 1,316,034,176 918,091,192
Deferred tax charge / (Benefit) (42,764,418) 14,828,248
TOTAL TAX EXPENSE 1,273,269,758 932,919,440
Profit after tax 2,978,375,216 2,203,962,562
Earnings per share : Nominal value of Re. 1 per share :
Basic 42.27 31.42
Diluted (On account of ESOS, refer note 28) 42.15 31.25
Number of Shares used in computing earnings per share
Basic 70,456,790 70,150,532
Diluted (On account of ESOS, refer note 28) 70,668,105 70,531,039
Summary of significant accounting policies 2
139
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CONSOLIDATED
141
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CONSOLIDATED
** All the above entities have uniform year end except Coalition Development Systems (India) Private Limited, Mercator Info-
Services India Private Limited & India Index Services and Products Limited ( Joint Venture ) which have period from April to
March.
143
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CONSOLIDATED
145
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CONSOLIDATED
to hedge the foreign currency risk of the underlying Foreign Currency Translation on long term
outstanding at the balance sheet date arising at the monetary items
inception of each contract, is amortised as income In line with notification of the Companies
or expense over the life of the contract. Any profit (Accounting Standards) Amendment Rules, 2011
or loss arising on the cancellation or renewal of issued by Ministry of Corporate Affairs on December
forward contracts is recognised as income or as 29, 2011 amending Accounting Standard - 11 (AS
expense for the year. - 11) The Effects of Changes in Foreign Exchange
Rates (revised 2003), the Company has chosen
In relation to the forward contracts entered
to exercise the option under para 46A inserted
into, to hedge the foreign currency risk of the
in the standard by the notification. Accordingly,
underlying outstanding at the balance sheet
exchange differences on all long term monetary
date, the exchange difference is calculated as the
items, with prospective effect from April 01, 2011,
difference between the foreign currency amount
has been accumulated in the Foreign Currency
of the contract translated at the exchange rate at
Monetary Translation Account and amortised to the
the reporting date or the settlement date where
Statement of Profit and Loss over the balance life of
the transaction is settled during the reporting year,
the long term monetary item.
and the corresponding foreign currency amount
translated at the later of the date of inception of the 2.17 Translation of integral and non integral foreign
forward exchange contract and the last reporting operation
date. Such exchange differences are recognised in
The financial statements of an integral foreign
the Statement of Profit and Loss in the reporting
operation are translated as if the transactions of
year in which the exchange rates change.
the foreign operation have been those of the
The Group has adopted the principles of Company itself.
AS 30 Financial Instruments: Recognition and
In translating the financial statements of a non-
Measurement in respect of its derivative financial
integral foreign operation for incorporation in
instruments that are not covered by AS 11
financial statements, the assets and liabilities, both
Accounting for the Effects of Changes in
monetary and non-monetary, of the non-integral
Foreign Exchange Rates and that relate to a
foreign operation are translated at the closing rate;
firm commitment or a highly probable forecast
income and expense items of the non integral foreign
transaction. In accordance with AS 30, such
operation are translated at average exchange rates
derivative financial instruments, which qualify for
and resulting exchange differences are accumulated
cash flow hedge accounting and where the Company
in a currency fluctuation translation reserve until
has met all the conditions of AS 30, are fair valued
the disposal of the net investment. On disposal of
at the balance sheet date and the resultant gain /
the net investment, this amount is transferred to
loss is credited / debited to the Hedging Reserve
the Statement of Profit and Loss.
Account included in the Reserves and Surplus. This
gain / loss would be recorded in the Statement of 2.18 Taxes on income
Profit and Loss when the underlying transactions Tax expense comprises of current and deferred
affect earnings. Other derivative instruments that tax. Current income tax is measured at the amount
relate to a firm commitment or a highly probable expected to be paid to the tax authorities Deferred
forecast transaction and that do not qualify for income taxes reflects the impact of current year
hedge accounting, have been recorded at fair value timing differences between taxable income and
at the reporting date and the resultant gain/loss has accounting income for the year and reversal of
been credited/debited to the Statement of Profit timing differences of earlier years. With respect to
and Loss for the year. foreign subsidiaries tax expense is recorded and
recongnised as per local statute.
147
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CONSOLIDATED
based on best estimate required to settle the 2.23 Employee stock compensation cost
obligation at the balance sheet date. These are Measurement and disclosure of the employee
reviewed at each balance sheet date and adjusted share-based payment plans is done in accordance
to reflect the current best estimates. with SEBI (Employee Stock Option Scheme and
Employee Stock Purchase Scheme) Guidelines,
2.22 Cash and cash equivalents
1999 and the Guidance Note on Accounting for
Cash and cash equivalents in the balance sheet
Employee Share-based Payments, issued by the
comprise cash at bank and in hand and short-term
Institute of Chartered Accountants of India. The
investments with an original maturity of three
Company measures compensation cost relating to
months or less.
employee stock options using the intrinsic value
method. Compensation expense is amortised over
the vesting period of the option on a straight
line basis wherever grant price is lower then the
market price.
(a) Reconciliation of shares outstanding at the beginning and at the end of the year
As at December 31, 2013
Particulars
Rupees Nos.
Equity shares
At the beginning of the year (face value of Re. 1 per share) 70,235,740 70,235,740
Add - Issued during the year- Under employee stock option scheme (ESOS) 417,150 417,150
(Refer note 28)
Outstanding at the end of the year 70,652,890 70,652,890
(d) Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought
back during the period of five years immediately preceding the reporting date
Particulars Nos.
Equity shares bought back by the company
In 2009 Nil
In 2010 1,281,560
In 2011 910,000
In 2012 Nil
In 2013 Nil
TOTAL 2,191,560
Aggregate number of bonus shares and shares issued for consideration other than cash during the period of 5 years
immediately preceding the reporting date is Nil.
149
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CONSOLIDATED
General reserve
Opening balance 636,969,222 444,109,327
Add : Transfer from the statement of profit and loss 281,182,594 192,859,895
918,151,816 636,969,222
151
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CONSOLIDATED
7. PROVISIONS Rupees
As at As at
December 31, 2013 December 31, 2012
Current
Proposed dividend 706,528,900 280,942,960
Corporate dividend tax thereon 120,074,587 45,575,972
Provision for tax 124,342,112 6,535,682
For employee benefits
For leave benefit 351,452,196 314,051,052
For gratuity (Refer note 25) 78,393,300 75,790,835
TOTAL 1,380,791,095 722,896,501
Intangibles
Goodwill on
3,150,313,229 - - - - 3,150,313,229 - - - - - 3,150,313,229
consolidation
Customer relationship 255,311,624 - - 34,750,903 - 290,062,527 77,923,303 38,212,524 - 14,809,312 - 130,945,139 159,117,388
SUB TOTAL 3,682,959,122 - - 66,039,489 - 3,748,998,611 157,568,013 95,692,757 - 25,522,396 - 278,783,166 3,470,215,445
INTANGIBLE ASSETS
Tangibles
Buildings 157,352,097 - - - - 157,352,097 102,237,887 7,783,110 - - - 110,020,998 47,331,099
Furniture and fixtures 256,140,730 8,461,084 8,580,974 534,705 - 256,555,545 121,424,570 19,221,884 6,655,280 3,961,475 - 137,952,649 118,602,896
Office equipments 384,201,977 46,069,143 44,823,526 (20,884,388) - 364,563,206 163,302,151 41,373,665 41,685,938 10,295,462 - 173,285,340 191,277,866
Computers 680,445,758 99,984,200 40,980,349 (2,273,039) - 737,176,570 507,121,123 108,262,995 39,793,362 (2,007,281) - 573,583,475 163,593,095
Vehicles 68,120,933 14,233,526 14,201,941 (237,497) - 67,915,021 35,535,298 18,029,020 10,418,115 (81,136) - 43,065,067 24,849,954
Leasehold
766,350,707 8,812,138 3,547,495 33,294,608 - 804,909,958 240,539,495 88,865,241 2,586,008 1,437,134 - 328,255,862 476,654,096
improvements
SUB TOTAL 2,312,612,202 177,560,091 112,134,285 10,434,389 - 2,388,472,397 1,170,160,524 283,535,915 101,138,703 13,605,654 - 1,366,163,391 1,022,309,006
TANGIBLE ASSETS
TOTAL 5,995,571,324 177,560,091 112,134,285 76,473,878 - 6,137,471,008 1,327,728,537 379,228,672 101,138,703 39,128,050 - 1,644,946,557 4,492,524,451
153
154
8. FIXED ASSETS (CONTD.) Rupees
Gross Block at Cost Accumulated Depreciation/Amortisation Net Block
Currency As at Currency As at As at
As at January As at January
Additions Deductions Translation Adjustments December 31, For the year On Assets sold Translation Adjustments December 31, December 31,
1, 2012 1, 2012
CRISIL Limited
Reserve 2012 Reserve 2012 2012
Intangibles
CORPORATE OVERVIEW
Tangibles
Buildings 161,565,478 - 4,213,381 - - 157,352,097 97,829,098 7,973,585 3,564,796 - - 102,237,887 55,114,210
2013 - A GLANCE
Furniture and fixtures 235,067,674 32,419,113 12,372,629 1,026,572 - 256,140,730 100,851,341 19,451,905 6,642,034 7,763,358 - 121,424,570 134,716,160
Office equipments 329,302,704 71,047,733 15,960,179 (188,281) - 384,201,977 129,242,063 37,789,437 8,691,054 4,961,705 - 163,302,151 220,899,826
Computers 626,641,723 137,223,025 82,880,292 (538,698) - 680,445,758 475,805,706 110,397,154 81,989,021 2,907,284 - 507,121,123 173,324,635
for the year ended December 31, 2013
Vehicles 59,984,550 25,135,049 16,751,785 (246,881) - 68,120,933 34,472,443 16,406,802 15,619,507 275,560 - 35,535,298 32,585,635
Leasehold improvements 658,076,454 130,695,099 22,373,653 (47,193) - 766,350,707 172,580,608 81,641,144 14,723,330 1,041,073 - 240,539,495 525,811,212
Sub Total tangible assets 2,070,638,583 396,520,019 154,551,919 5,519 - 2,312,612,202 1,010,781,259 273,660,027 131,229,742 16,948,980 - 1,170,160,524 1,142,451,678
TOTAL 3,343,709,565 2,759,782,947 154,551,919 46,630,731 - 5,995,571,324 1,081,151,520 343,218,323 131,229,742 34,588,436 - 1,327,728,537 4,667,842,787
STATUTORY REPORTS
155
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CONSOLIDATED
157
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CONSOLIDATED
159
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CONSOLIDATED
161
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CONSOLIDATED
Segment reporting for the year ended December 31, 2013 Rupees
Business segments
Particulars Total
Ratings Research Advisory
Operating revenue (Refer note 23, 29, 30) 4,138,915,562 6,410,969,970 556,536,467 11,106,421,999
163
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CONSOLIDATED
165
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CONSOLIDATED
23. The Company had 49% interest in India Index Services and Products Limited (a joint venture in India with National
Stock Exchange). As per the Accounting Standard relating to Financial Reporting of Interest in Joint Venture (AS 27)
notified by Companies Accounting Standards Rules, 2006 as amended,the details of interest in the Joint Venture are
as under :
Rupees
Unaudited
Year Ended Year Ended
Particulars
December 31, 2013 December 31, 2012
Assets - 305,906,817
Reserves and surplus - 285,143,376
Liabilities - 14,393,441
Income 105,718,364 134,190,152
Expenses 20,296,948 20,994,847
Tax Expense 26,485,595 34,542,462
Contingent liability - 13,712,655
Note: During the year (as on August 27, 2013), CRISIL sold its entire equity stake in India Index Services & Products Limited
(IISL), a joint venture with National Stock Exchange of India Limited (NSE), for a total consideration of Rs. 100 crores. The stake
represented 49% of the equity share capital of IISL. The income, expense and tax expense above are for the period January
01, 2013 to August 27, 2013.
Rupees
Year Ended Year Ended
Particulars
December 31, 2013 December 31, 2012
Lease Payment recognised in the statement of profit and loss 464,236,673 469,880,136
Future minimum lease payments
Not later than one year 473,810,315 434,363,468
Later than one year & not later than five years 1,559,154,487 1,593,328,557
Later than five years 146,106,169 515,909,436
TOTAL 2,179,070,971 2,543,601,461
The following tables summarise the components of net benefit expense recognised in the Statement of Profit and Loss
and the funded status and amounts recognised in the balance sheet for the respective plans.
Balance Sheet
Details of provision for gratuity benefit Rupees
Year Ended Year Ended Year Ended Year Ended Year Ended
Particulars December December December December December
31, 2013 31, 2012 31, 2011 31, 2010 31, 2009
Present value of funded obligations 190,390,636 176,731,353 137,139,263 122,357,703 59,956,957
Fair value of plan assets (111,997,336) (100,940,518) (87,139,192) (54,956,729) (51,514,412)
NET LIABILITY 78,393,300 75,790,835 50,000,071 67,400,974 8,442,545
167
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CONSOLIDATED
Changes in the present value of the defined benefit obligation are as follows: Rupees
Year Ended Year Ended Year Ended Year Ended Year Ended
Particulars December December December December December
31, 2013 31, 2012 31, 2011 31, 2010 31, 2009
Opening defined benefit obligation 176,731,353 137,139,263 122,357,703 59,956,957 46,923,957
Current service cost 41,734,522 33,083,842 29,464,802 16,653,548 14,085,580
Interest cost 14,965,206 11,250,633 9,589,537 4,774,974 3,128,810
Plan amendments - - (26,151,020) 4,105,740 -
Actuarial (gain)/loss (13,552,903) 4,214,639 12,286,802 42,889,085 2,629,250
Liabilities assumed on acquisition/ (4,472,050) 1,577,122 - 5,212,394 -
(Settled on divestiture)
Benefits paid (25,015,492) (10,534,146) (10,408,561) (11,234,995) (6,810,640)
CLOSING DEFINED BENEFIT OBLIGATION 190,390,636 176,731,353 137,139,263 122,357,703 59,956,957
Details of experience adjustment on plan assets and liabilities are as follows: Rupees
Year Ended Year Ended Year Ended Year Ended Year Ended
Particulars December December December December December
31, 2013 31, 2012 31, 2011 31, 2010 31, 2009
Experience adjustment on plan assets 1,700,065 (1,620,049) 1,220,306 3,581,797 (1,479,840)
Experience adjustment on plan liabilities (2,061,058) (1,594,692) (47,016,952) (40,991,052) (3,207,220)
The overall expected rate of return on assets is determined based on the market prices prevailing on that date, applicable to
the period over which the obligation is to be settled.
The principal assumptions used in determining gratuity for the Groups plans is as below:
Year Ended Year Ended
Particulars
December 31, 2013 December 31, 2012
Discount rate 9.40% 8.30%
Estimated rate of return on plan assets 8.50% 8.50%
Expected employee turnover
Age : 20-44 Years 6.50% 6.50%
Age : 45-57 Years 6.00% 6.00%
Expected employer's contribution next year 32,774,240 29,794,760
With respect to foreign subsidiaries Gratuity and other retiral benefits are provided as per local statute are not disclosed
above.
26. The accounts of India Index Services and Products Limited is unaudited and the financial statements (excluding notes
to accounts) as certified by the management, have been considered in these consolidated financial statements upto
date of sale.
27. The Company has a revenue hedge programme in place to mitigate foreign exchange (forex) related risk. Accounting
for revenue hedge is done as per principles of AS 30 Financial Instruments: Recognition and Measurement wherein
mark to market on forward contracts entered to hedge highly probable future transactions are routed through hedge
reserve account. Details of currency hedge and forward contract value are as under :
Particulars Year Ended December 31, 2013 Year Ended December 31, 2012
Hedged Currency Amount Amount in INR Amount Amount in INR
USD 31,891,000 2,015,710,355 30,274,000 1,712,661,900
GBP 10,447,000 1,041,206,340 9,378,000 844,571,350
EUR 4,399,000 370,752,170 4,014,000 294,068,775
169
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
CONSOLIDATED
Details ESOP 2012 (1) ESOP 2012 (2) ESOP 2011 (1) ESOP 2011 (2)
The Company uses intrinsic value method to record compensation cost arising on account of grant made under ESOS.
The Company has not recorded any compensation cost as the grant has been given at 100% of the closing market price
immediately prior to the date of grant on the stock exchange which recorded highest trading volume.
Had the Company recorded the compensation cost on the basis of Fair Valuation method instead of intrinsic value method, employee
compensation cost would have been higher by Rs. 162,773,724 (P.Y. Rs. 66,032,202) and EPS would have been as under :
Year Ended Year Ended
Earnings per share : Nominal value of Re.1 per share :
December 31, 2013 December 31, 2012
Basic (Rupees) 39.96 30.48
Diluted (Rupees) 39.84 30.31
Variables ESOS 2012 ESOS 2011
Key Assumptions
Expected volatility 30.44% 34.77%
Time to maturity 3.69 Years 3.68 Years
Expected dividend 2.23% 2.37%
Risk free rate of interest 8.40% 8.03%
30. In the corresponding previous year, there was a one time impact of Rs. 73,079,000 in rating revenue pretaining to
previous year on account of certain price renegotiations with retrospective effect.
32. The Companys operations in Poland have received approval for sanction of grant amounting to Rs. 93,730,350. The
grant has been awarded under Operational Program - Innovative Economy scheme and will be available to the Company
on fulfillment of certain conditions. During the year, the Company has recognised Rs. Nil (P.Y. Rs. 3,587,890) as grant
in the Statement of Profit and Loss.
For S.R. Batliboi & Co. LLP For and on behalf of the Board of Directors of CRISIL Limited
ICAI Firm Registration No.: 301003E
Chartered Accountants
per Jayesh Gandhi Roopa Kudva M. Damodaran H.N. Sinor
Partner Managing Director & Director Director
Membership No.: 037924 Chief Executive Officer
Date: February 14, 2014 Nachiket Mor Yann Le Pallec
Place: Mumbai Director Director
Neelabja Chakrabarty
Company Secretary
Date: February 14, 2014
Place: Mumbai
171
172
STATEMENT PURSUANT TO DETAILS TO BE FURNISHED FOR SUBSIDIARIES AS PRESCRIBED BY THE
Rupees
MINISTRY OF CORPORATE AFFAIRS
1 Name of the CRISIL CRISIL Irevna CRISIL CRISIL Irevna CRISIL Irevna Pipal CRISIL Irevna Coalition Coalition Mercator Coalition
subsidiary company Risk and Argentina Irevna Poland UK Limited USA LLC Research Information Development Development Info-Services Development
CRISIL Limited
Infrastructure S.A. SP.Zo.o. Analytics and Technology Limited, UK Systems India Private Singapore Pte
CORPORATE OVERVIEW
4 Total Assets 632,565,604 110,407,685 104,248,472 3,608,722,932 571,322,120 120,384,123 41,385,523 848,284,023 76,955,901 45,311,409 60,579,715
5 Total Liabilities 632,565,604 110,407,685 104,248,472 3,608,722,932 571,322,120 120,384,123 41,385,523 848,284,023 76,955,901 45,311,409 60,579,715
6 Investments - - - 2,666,225,790 552,732 - - 44 - - -
7 Turnover 557,669,414 323,512,800 152,926,385 1,955,344,264 1,786,479,511 326,573,021 108,688,918 1,328,168,253 82,477,994 119,526,623 184,493,062
8 Profit/(Loss) Before 74,877,918 36,291,495 9,416,009 (6,668,829) 28,902,603 42,957,836 11,278,883 469,382,007 15,090,021 22,293,940 13,744,780
Taxation
9 Tax Expense 20,614,042 12,967,753 10,751,770 (40,082,157) 15,270,687 13,096,930 3,842,587 126,548,721 3,209,447 4,460,516 877,879
10 Profit After Taxation 54,263,876 23,323,742 (1,335,761) 33,413,328 13,631,916 29,860,906 7,436,296 342,833,285 11,880,574 17,833,424 12,866,902
STATUTORY REPORTS
Neelabja Chakrabarty
Company Secretary
CONSOLIDATED / NOTICE
Place: Mumbai
NOTICE
NOTICE is hereby given that the Twenty-Seventh Annual hold office from the conclusion of this Meeting until the
General Meeting of the members of CRISIL Limited (the conclusion of the next Annual General Meeting of the
Company) will be held on Thursday, April 17, 2014 at Company on such remuneration as may be decided by
3.30 p.m. at Rangaswar Hall, 4th floor, Yashwantrao the Board of Directors.
Chavan Pratishthan, Gen. Jagannath Bhosale Marg, Next to
Sachivalaya Gymkhana, Mumbai 400 021 to transact the SPECIAL BUSINESS
following business:
7. To consider, and if thought fit, to pass the following
resolution, with or without modification, as an
ORDINARY BUSINESS Ordinary Resolution
1. Adoption of Accounts RESOLVED THAT Mr. M. Damodaran, who was appointed
To receive, consider and adopt the audited Profit & Loss as an Additional Director of the Company with effect
Account of the Company for the year ended December from January 14, 2014 by the Board of Directors of the
31, 2013 and the Balance Sheet as at that date, together Company pursuant to Section 161(1) of the Companies
with the Report of the Board of Directors and the Act, 2013 and the Articles of Association of the Company
Auditors thereon. and in respect of whom, the Company has received a
notice under Section 257 of the Companies Act 1956, be
2. Declaration of Dividend and is hereby appointed as a Director of the Company,
To confirm the payment of interim dividends on the liable to retire by rotation.
equity shares for the year ended December 31, 2013 and
8. To consider, and if thought fit, to pass the following
declare the final dividend and special dividend for the
resolution, with or without modification, as an
year 2013 on equity shares.
Ordinary Resolution
3. Re-appointment of Dr. Nachiket Mor RESOLVED THAT Ms. Vinita Bali, who was appointed
To appoint a Director in place of Dr. Nachiket Mor, as an Additional Director of the Company with effect
who retires by rotation and being eligible, seeks from February 14, 2014 by the Board of Directors of the
re-appointment. Company pursuant to Section 161(1) of the Companies
Act, 2013 and the Articles of Association of the Company
4. Re-appointment of Mr. Douglas L. Peterson and in respect of whom, the Company has received a
To appoint a Director in place of Mr. Douglas L. Peterson, notice under Section 257 of the Companies Act 1956, be
who retires by rotation and being eligible, seeks and is hereby appointed as a Director of the Company,
re-appointment. liable to retire by rotation.
173
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
NOTICE
175
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
NOTICE
Remuneration Committee of CRISIL. He does not hold any The Board considers it in the interest of the Company to
shares in the Company and is not related to any Director or re-appoint Mr. Yann Le Pallec as a Director. None of the
Key Managerial Personnel of the Company in any way. Directors and Key Managerial Personnel of the Company or
their relatives, except Mr. Yann Le Pallec, is interested or
The Board considers it in the interest of the Company to re- concerned in this Resolution.
appoint Mr. Douglas L. Peterson as a Director. None of the
Directors and Key Managerial Personnel of the Company or
their relatives, except Mr. Douglas L. Peterson, is interested
EXPLANATORY STATEMENT UNDER SECTION
102 OF THE COMPANIES ACT, 2013
or concerned in this Resolution.
Item No. 7
Item No. 5 Mr. M. Damodaran
Mr. Yann Le Pallec
Mr. M. Damodaran who has been appointed as an Additional
Mr. Yann Le Pallec, Director, retires by rotation and being Director of the Company under Section 161(1) of the
eligible, seeks re-appointment. A brief resume of Mr. Yann Le Companies Act, 2013 effective January 14, 2014 holds office
Pallec is given below: up to the date of this Annual General Meeting, and is eligible
for appointment as Director as provided under Article 129 of
Mr. Yann Le Pallec is Standard & Poors Executive Managing
the Articles of Association of the Company. The Company
Director for Europe, Middle East, and Africa (EMEA).
has received notice under Section 257 of the Companies Act,
Mr. Yann Le Pallec is a member of Standard & Poors
1956 from a member signifying his intention to propose the
Ratings Services Executive Committee and reports to
candidature of Mr. M. Damodaran for the office of Director.
Mr. Neeraj Sahai, its President.
A brief profile of Mr. M. Damodaran, as required to be
Based in Paris, Mr. Yann Le Pallec leads a team of over 500
given pursuant to clause 49 (G) of the Listing Agreement,
ratings analysts and support staff operating from 11 offices:
is as under :
Paris, London, Frankfurt, Madrid, Milan, Moscow, Stockholm,
Dubai, Johannesburg, Tel Aviv, and Istanbul. Standard & Mr. Meleveetil Damodaran, has, in a career spanning 40
Poors is the market leader in credit ratings in EMEA, covering years, worked with the Federal and the State governments
more than 1,000 companies, financial institutions, insurers, in India, regulatory bodies, investment institutions, banks,
public sector entities, and sovereigns. development financial institutions and with the private sector.
A member of the premier Indian Administrative Service, he
Before his appointment in December 2011, Mr. Yann Le Pallec
has held a number of regulatory and developmental positions
occupied various managerial and analytical positions at S&P
in the Government and in Indias financial sector, before
including Head of EMEA Corporate and Government Ratings
demitting office as Chairman, Securities and Exchange Board
(from August 2010 until December 2011), Regional Practice
of India (SEBI) on February 18, 2008. He graduated with
Leader for EMEA Sovereign, International Public Finance
distinction in Economics and in Law from the Universities of
and Insurance Ratings (from July 2009 until August 2010),
Madras and Delhi respectively.
Regional Practice Leader for EMEA Insurance Ratings (from
December 2006 until July 2009). After a career spanning several regulatory and developmental
assignments in the state of Tripura, he was appointed as
Before joining S&P in 1999, Mr. Yann Le Pallec was a senior
its Chief Secretary in 1992. Thereafter, he worked as Joint
manager with Paris-based audit firm Salustro Reydel. He
Secretary in the Ministry of Finance, Banking Division, for
holds a masters degree in Business from Ecole Suprieure
five years, dealing with Governments ownership functions of
des Sciences Economique et Commerciales (ESSEC) in France.
Public Sector Banks. In 2001, he was appointed the Chairman
Mr. Yann Le Pallec is not a director of any other public limited of Unit Trust of India (UTI) and simultaneously given charge
company in India. He is the member of the Stakeholders of Industrial Development Bank of India (IDBI), another of
Relationship Committee of CRISIL. He does not hold any Indias major financial institutions. During his tenure at SEBI,
shares in the Company and is not related to any Director or he was elected Chairman of the International Organisation
Key Managerial Personnel of the Company in any way. of Securities Commissions (IOSCO)s 80 member Emerging
Item No. 8 In the 8 years that Ms. Vinita Bali has been in Britannia, she
Ms. Vinita Bali has significantly diversified the Bakery portfolio, steered
Ms. Vinita Bali who has been appointed as an Additional the Company on a Health and Nutrition course, developed a
Director of the Company under Section 161(1) of the successful Dairy business in India and consistently delivered
Companies Act, 2013 effective February 14, 2014 holds office its highest ever growth with revenue quadrupling in 8 years.
upto the date of this Annual General Meeting, and is eligible Ms. Bali has brought new focus and energy to Britannia with
for appointment as Director as provided under Article 129 of a clear strategic vision propelled by all-round innovation and
the Articles of Association of the Company. The Company a professional and high energy team. Her mantras are clarity
has received notice under Section 257 of the Companies Act, in direction and strategy; operational excellence and a culture
1956 from a member signifying his intention to propose the of innovation, to create value through a diverse portfolio of
candidature of Ms. Vinita Bali for the office of Director. products and platforms to meet changing consumer needs
and habits. Britannia also has a business in the middle-east
A brief profile of Ms. Vinita Bali, as required to be given and serves over 30 markets around the world through its
pursuant to clause 49 (G) of the Listing Agreement, is manufacturing units in the UAE and Oman.
as under:
In 2009, Ms Vinita Bali created the Britannia Nutrition
Ms. Vinita Bali is currently the Managing Director of Britannia Foundation and has pioneered the cause of addressing
Industries, Indias publicly listed premier Food Company with malnutrition in India. Britannias work in this area was
revenue in excess of USD 1.1 Billion. She took this role in recognised at the closing plenary of the Clinton Global
January 2005 following 16 years of overseas assignments
177
CORPORATE OVERVIEW 2013 - A GLANCE STATUTORY REPORTS FINANCIAL STATEMENTS
NOTICE
Ms. Vinita Bali has also spoken at forums in India and overseas
on topics as diverse as marketing and brand strategy,
business strategy, leadership, corporate responsibility - or
how to combine the needs of the society into the business
model of the company.
Ms. Vinita Bali does not hold any shares in the Company.
Neelabja Chakrabarty
Mumbai, February 14, 2014 Company Secretary
179
Notes
Notes
Notes
Registered Office: CRISIL House, Central Avenue, Hiranandani Business Park, Powai, Mumbai 400 076
PROXY FORM
Folio No _________________________ DP ID No _________________________ Client ID No ________________________
No. of Shares held _________________________________________________________________________________________
I/We _____________________________________________________________________________________________________
of _________________________________________________________________ being member/members of CRISIL LIMITED
hereby appoint Mr./Ms. __________________________________________________________________________________ of
Revenue
stamp of
15 paise
CRISIL LIMITED
Registered Office: CRISIL House, Central Avenue, Hiranandani Business Park, Powai, Mumbai 400 076
ATTENDANCE SLIP
(To be handed over at the entrance of the meeting hall)
27th Annual General Meeting April 17, 2014
I hereby record my presence at the TWENTY SEVENTH ANNUAL GENERAL MEETING of the Company held on Thursday,
April 17, 2014 at 3.30 p.m. at Rangaswar Hall, 4th floor, Yashwantrao Chavan Pratishthan, Gen. Jagannath Bhosale Marg,
Next to Sachivalaya Gymkhana, Mumbai - 400 021.
Full Name of the Member (in BLOCK LETTERS) _________________________________________________________________
183
Winners of the CEO Awards
for Outstanding Contributions in 2013
Execution Excellence in Crisil Excellence in
Excellence Business Development Value Champion People Development
Breakthrough
Initiative
Excellence in
franchise building
/CRISILLimited
/company/CRISIL
/CRISILLimited
/CRISILLimited
CRISIL Limited
CRISIL House, Central Avenue, Hiranandani Business Park,
Powai, Mumbai - 400076. India.
Phone: +91 22 3342 3000
www.crisil.com
www.standardandpoors.com